The other day I heard about the Series Seed documents for the first time. What, you ask, are the Series Seed documents? This is how they’re described on the Series Seed website: The Series Seed Documents are a standardized set of documents that can be quickly and easily deployed for a seed investment: to help get a company financed properly, legally, … Read More
I’m gearing up for the fall 2013 season of public “Drafting Clearer Contracts” seminars (although in some locations a different title is being used). Here’s the lineup: Boston, September 12 Minneapolis, October 9 Calgary, October 24 Washington, D.C., October 31 Toronto, November 6 New York, November 7 Seoul, November 14 Singapore, November 19 Kuala Lumpur, November 21 Abu Dhabi, November … Read More
As you’ll note from my recent blog posts, I’ve been having a busy time in the marketplace of ideas. Here’s another installment, prompted by a reader inquiry: Had I seen this article in Canadian M&A Perspectives? And what did I think of it? Corporate Counsel Article Well, let’s start by looking at this article in Corporate Counsel, which the Canadian … Read More
Everything old is new again. Or something. Last week I noticed this post on ContractsProf Blog. It’s about a subject dear to my heart—the recital of consideration. So I rattled off a comment, without thinking too hard about it. Well, my comment prompted three vigorous responses, leading me to submit a second comment. Because my second comment might be of … Read More
Today @KentPitman shared the following thought with me: I used to do programming language standardization both nationally and internationally. I noticed some German speakers had a particular attitude (I’d almost say phobia) around the use of the word “will” as a compulsion. They never explained it and seemed to think it was obvious, so I’m not certain, but I eventually came … Read More
Episode 5 of the third season of the U.S. TV show “Suits,” set in a corporate New-York-but-actually-Toronto law firm, features the following exchange between the character Louis Litt, a goofy transactional partner (played by Rick Hoffman), and an associate by the name Simon, after Louis thrusts in Simon’s face an unspecified written assignment that Simon had submitted to Louis: Louis: … Read More
Via this post on Legal Informatics Blog, I learned of an article entitled Modularity and Innovation in Contract Design: A New Path for Transactional Legal Practice, 18 Stan. J.L. Bus. & Fin. 177 (2013). It’s by Associate Dean George Triantis of Stanford Law School. But apparently that article isn’t yet available—the SSRN link (here) in the Legal Informatics Blog post is to a Stanford … Read More
A couple weeks ago the following tweet was sent my way by @UtterlyMacabre: Many IT Ks have an “assumptions” section that functions like a disclaimer. What category of contract language would you call this? Shortly thereafter, @UtterlyMacabre disappeared from the Twitterverse. Too bad, because I thought that was a clever question. Before disappearing, @UtterlyMacabre steered me to two statements of … Read More
In this comment, reader MLB asks, “What’s your thought on the following phrase: ‘related to, but not limited to’ in a contract?” My response: WTF? A search on EDGAR found only 49 contracts that use the phrase, and perhaps half of them represent multiple instances of contracts based on the same template. So it’s a rarity—thankfully so, as I don’t … Read More
If you’ve subscribed to my blog email updates but haven’t received any—my most recent update was on August 14—you might want to try again. Allow me to explain: Every week, or two, or three, I send to subscribers an email with links to my most recent blog posts. You can subscribe for my email updates by going here. Last week … Read More
