I keep my eye open for signs that MSCD-compliant language is seeping into contracts. For example, last week while rooting around on Edgar, I noticed a contract that uses my force majeure language. (Go here for my force majeure language.) But if I were looking for A Manual of Style for Contract Drafting to quickly result in sweeping change, I’d … Read More
I have a standing offer: if you send me one of your templates, I’ll tell you how I’d fix it. One of my seminar customers took me up on my offer. I thought you might find my response of interest, so here it is, lightly redacted: When assessing a contract, I consider five factors: what the contract says, how it … Read More
I’ll be in London in November. In addition to doing a “Drafting Clearer Contracts” seminar on 5 November for my friends at UCL Faculty of Laws (here), I’ll be speaking on 1–2 November at The Legal English Event. I’m looking forward to the The Legal English Event, so I noticed this tweet: What does indemnify mean? What does warrant mean? … Read More
While rooting around on Edgar, as is my wont, I came across the following: You see it? Bang in the middle? “HABENDUM”! I know I don’t get out much, but I’d never seen habendum before. Here’s what Black’s Law Dictionary has to say: habendum clause (hə-ben-dəm) (1829) 1. The part of an instrument, such as a deed or will, that defines the extent of … Read More
Yes, folks, I’m gently easing into the podcast world, thanks to logistical support from LegalSifter. The first episode is available here. It consists of my conversation with Michael Woronoff of Proskauer. Check it out. The podcast is called City of Contracts, a name that I hope conjures the many different constituencies involved in contracts. I think the first episode is … Read More
I’ve previously announced that 4 October 2018 I’ll be giving a “Drafting Clearer Contracts” seminar in Mumbai with Asian Legal Business. (For more information, go here.) I’ve had very little contact with India over the years. In 2017 I played a tiny part in a contract-drafting competition run by an Indian law school. Also in 2017, I wrote this post … Read More
I’m looking forward to returning to Seoul for a “Drafting Clearer Contracts” seminar on 16 November 2018. Go here for more information, in Korean; go here for an English-language flyer. My enthusiasm for Korea is such that in 2014 I wrote and had translated into Korean an article for Korean Legal Times entitled English-Language Contracts: Reducing the Clutter and Confusion. Go … Read More
No-disparaging provisions are found in employment agreements, separation agreements, settlement agreements, even end-user license agreements. But there’s a problem with no-disparaging provisions. … The rest of this post is on the LegalSifter blog. To read it, go here.
Longtime readers will be aware that I’m particularly fond of finding effed-up ways of saying may. The fourth edition of MSCD lists in table 4 more than a dozen wordier and less-clear ways of saying Acme may, but this post from earlier this year confirmed that that list wasn’t exhaustive. And today, thanks to my work on the LegalSifter production … Read More
OK, which do you like better: nonsolicitation provision no-soliciting provision And here: nondisparagement provision no-disparaging provision And here: noncompetition provision no-competing provision Me, I like the second option in each. The first option is a clunky abstract noun. Boo. The second is a gerund, basically a verb form acting as a noun. (More on gerunds here.) Less clunky. Yay.
