The Wall Street Journal has published this article on use of the phrase throughout the universe in contracts. And below is the accompanying video. I’m featured fleetingly in both. Most of my interview ended up on the cutting-room floor, presumably because my take on this subject was dreadfully earnest: The phrase throughout the universe, which I wrote about in this … Read More
Recently the word irrevocably attracted my attention. It means “unalterably.” And more often than not it’s redundant. That’s because generally when a contract party takes an action, it follows that absent anything in the contract to the contrary, the action can’t be undone. Consider the following example: Upon issuance of a Letter of Credit, each Lender will be deemed to … Read More
From the perspective of the presenter, one key way in which webcasts differ from live seminars is that feedback is hard to come by: since launching my series of webcasts with West LegalEdcenter, I’ve heard nary a peep from anyone who has watched them. That made it particularly gratifying to receive the following email from Gary Karl, a partner in … Read More
The history of law-firm template-contract initiatives is not a happy one. Various factors conspire against a law firm successfully implementing and maintaining rigorous templates: Law firms are generally asked to draft a broad range of documents. Any one law firm may not be asked to handle a given kind of transaction often enough to warrant devoting resources to creating and … Read More
I find that the notion of categories of contract language (considered in detail in chapter 2 of MSCD) often provides a useful framework for analyzing substantive drafting issues. Take an issue I was asked about twice recently, once at the ACC annual meeting, once by one of my Penn Law students. It’s routine for contract provisions to assign future rights, … Read More
The ABA now has in inventory the third printing of MSCD. And we’ve reverted to the binding used in the first printing, namely Wire-O binding, or more specifically semi-concealed Wire-O binding, but we’ve also fixed the first printing’s binding problems. Based on my entirely unscientific survey, I suspect that most of you would approve of this change. The third printing … Read More
The word formally occurs fairly often in contracts. It appears in 994 contracts filed as “material contracts” on the SEC’s EDGAR system in the past year. Here are some examples: Lender may conclusively rely on such certificate until formally advised by a like certificate of any changes therein. All written or formally presented information, including the Information Memorandum … … … Read More
I’m now using a service to handle my email-update system. It’s a good deal more efficient than my previous setup. For one thing, I’m not involved when someone subscribes or unsubscribes. I’ve just sent out an email update. If you’ve subscribed but you don’t receive it in the next couple of days, you might want to check your spam file. … Read More
While lurking at the Business Integrity booth at the ACC annual meeting, I’ve had a chance to discuss with many people their company’s contract-drafting requirements. Some of those I’ve spoken with have been in the procurement department; others have been in sales. I haven’t spotted any particular pattern. That raised in my mind the question of who gets to draft … Read More
One function of this blog is to give me a forum for screwing up without embarrassing myself too much. In this blog post from last month, I took a second crack at analyzing arising out of or relating to. Further reflection revealed that effort to be, well, lame, and I’ll be deleting it in the next few days. Below is another … Read More
