Ken Adams

“One Year and a Day”

While rooting around on EDGAR, I spotted a kind of provision that uses the phrase “one year and a day.” Here are three examples: Each of Folio and PMI hereby covenants and agrees that it will not institute against, or join or assist any other Person in instituting against, PFL any bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding or other … Read More

Would Contract Drafters Benefit from Using WordRake?

WordRake describes itself as “The first legal editing software for lawyers.” Here’s how it works: Compose in Word, hit the “RAKE” button, and in seconds, WordRake editing software for attorneys suggests edits for a more powerful statement. You’ll instantly see that WordRake law office software saves time and money, and gives you the confidence your brief, contract, or memorandum is … Read More

“Except as Provided Below”

In the dispute addressed in the recent opinion of the Second Circuit in In re Lehman Bros. Holdings (here), the following contract language was at issue: Nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person or entity not a party to this Agreement except as provided below. One of the litigants … Read More

Who’s More More Delusional About Their Writing, Transactional Lawyers or Litigators?

In his recent column in the ABA Journal entitled Why Lawyers Can’t Write, Bryan Garner describes how lawyers generally think they’re great writers yet are in fact depressingly inept. No news there. But what caught my eye was Garner’s suggestion that this delusion “is significantly higher among transactional lawyers than it is among litigators.” He goes on: Transactional lawyers have … Read More

Sidley Newsletter on “Revocable” and “Irrevocable” in License Agreements

I recently noticed a Sidley Austin “practice note” (here) on use of revocable and irrevocable in license agreements. That’s something I hadn’t thought much about previously, so I found it of interest. The main takeaway: Always include either “revocable” or “irrevocable” within the license grant. If any of you licensing types have any observations, I’d be happy to hear them. … Read More

EagleEye: Another Product for Spotting Glitches

Thanks to this article by Carol Gerber on Attorney at Work, I learned about EagleEye, another software product that allows you to spot glitches in contracts. Here’s how the developer describes EagleEye: EagleEye automates the review of defined terms, inconsistent phrases, references and punctuation in legal agreements to ensure completeness, accuracy, consistency and lack of ambiguity. Designed for lawyers, EagleEye … Read More

Hey, Hong Kong! Check Out What Singapore Had to Say About My Seminar!

I’m giving a seminar in Hong Kong on 5 March. (For more information, go here.) If people in Hong Kong are uncertain of the value of what I have to offer, here is some fresh feedback from participants at last week’s Singapore seminar: Extremely informative and useful Exceeded my expectations as new ideas & concepts are visited Very interactive and novel … Read More

Notes from the Road: Singapore

Last week I was in Singapore to give a seminar. I had last been there some twenty years ago, and I enjoyed being back. It’s a prosperous, teeming, and efficient city, and I took the opportunity to roam around a bit and sample the street food. “Asia for beginners,” I was told. That seems about right. But traveling for seminars … Read More