Ken: I’m here with Mark Anderson, an English lawyer who specializes in IP transactions. He’s also a blogger and the co-author or editor of too many books related to contracts. I’ve mentioned him plenty on my blog, and we’ve done some interesting stuff together—just search for his name on my blog. Mark: I see you […]
“Are” Versus “Have Been” in a Case Before the Commercial Court of England and Wales
Thanks to Glenn West, I now offer you for your delectation Gwynt Y Môr Ofto Plc v. Gwynt Y Mor Offshore Wind Farm Ltd & Ors [2020] EWHC 850 (Comm) (08 April 2020) (here), a decision of the England and Wales High Court (Commercial Court). It involves scary confusion over verb structures. A contract for […]
The Difference Between Simplifying a Contract and Making It Clearer
Recently I posted on LinkedIn two comments (here and here) regarding the distinction between simplifying a contract and making it clearer. In those comments I say that simplification relates to what you say in a contract whereas clarity relates to how you say it. What you say falls on a spectrum between simple and complex; […]
“Evolution”? “Revolution”? Whatever, Just Fix Contracts Already
Recently I noticed blog posts written by thoughtful people under the auspices of prominent names. One is The Evolution to Modern Legal, by Jason Barnwell; it’s on the Legal Evolution blog, which is edited by Bill Henderson. The other is is here; the other is We Need a Legal Revolution, Not Reformation, by Leigh Vickery; […]
How to Express When Invoices Are Issued, Part 3
If you’re a regular reader of this blog, you might recall that I’ve done two posts about what category of contract language to use to express issuance of invoices. There’s this January 2018 post and this July 2018 post. Well, thanks to my work as an advisor for LegalSifter, which leads me down all sorts […]
In Contract Drafting, It’s Better to Be Right Than Experienced
On occasion, someone who doesn’t agree with me on a given issue will blurt out, “I’ve been doing this for 30 years, and ….” Or if they wish to be more low-key about it, they might simply observe that experienced drafters take a different approach. In some activities, being experienced is a suitable proxy for […]
Giving Notice by Email Only? I’d Rather Not
In notices provisions in contracts, you say what’s required to give valid notice. Among other things, that involves specifying what one or more methods have to be used. The standard alternatives are giving notice by hand, by some form of mail, by FedEx or some equivalent, or by email. Recently I’ve considered providing for email […]
“Knowledge, Information, and Belief”
Sometimes inspiration comes from unlikely sources. Here’s an exchange I saw on Twitter: “Upon information and belief” is how a great deal of attorneys begin interrogatory answers or open paragraphs in complaints or motions…this suggests to me that a lawyer crafted this tweet, which is frightening in itself… — Liz Homsy (@Lizzidi) April 1, 2020 […]
Why Are Templates Bad?
Recently I noticed Mark Anderson’s post entitled Why Do We Tolerate Bad Templates? Spoiler alert: Mark says it’s because people like what they’re used to and because they assume that if they haven’t encountered problems yet they won’t in the future. Bad I’ll now explore the assumption underlying Mark’s post—that many, or most, templates are […]
Force Majeure in the Time of Coronavirus: The Underlying Concepts and How to Express Them Clearly
A force majeure provision in a contract expresses that if something sufficiently bad happens that isn’t under a party’s control, it would be appropriate to suspend performance. Given the coronavirus pandemic, a handful of readers suggested that I write something about force majeure provisions. Initially I demurred—I thought I’d already had my say in previous […]