I recently saw the following in a book: The words “exclusion” and “disclaimer” are sometimes used interchangeably in warranty provisions, but an important legal distinction exists between them. The word “exclusion” or “excluded” used with respect to implied warranties means that those warranties implied by law are denied entry or admission into the agreement. In other words, if implied warranties … Read More
In yesterday’s post I wrote about how the Appellate Court of Illinois saw value in useless contract language, namely the traditional recital of consideration and “successors and assigns” provisions. But that post might prompt the following response: “The fact that the court saw value in the traditional recital of consideration and ‘successors and assigns’ provisions means that I should always include such … Read More
It’s all Eric Goldman‘s fault. In this comment to a 2010 post in which I lamented the demise of traditional reviews of law books, Eric suggested that if I want to see reviews of books on contract drafting, I have to be willing to do some reviewing myself. That was the thin end of the wedge. Now, I’m sometimes too … Read More
Generally, when I disagree with someone, it’s not over some discrete usage issue. Instead, it’s because they’ve bought into one of the three great misconceptions of contract drafting. You’re already familiar with them, but since I encounter them alarmingly often, I thought I’d take this opportunity to air them again: 1. “Everyone Has Their Own Drafting Style” Just yesterday I … Read More
In this recent blog post, I considered a kind of ambiguity relating to or that I hadn’t encountered previously. My first, and offline, attempt at an analysis was feeble. My next attempt, which I posted, made a good deal more sense, but a prominent linguist pointed out several flaws and offered his take on those issues, which I cheerfully co-opted. … Read More
Linguists and English-usage types have long engaged in a back-and-forth regarding the extent to which it’s appropriate for English usage to be subject to “rules.” On one side are descriptivists; on the other, prescriptivists. Here’s how journalist Robin Lane Greene described the tussle in a recent New York Times debate with Bryan Garner: Welcome to another round of the Language … Read More
In an explanatory note I added to my recent post about LegalZoom (here), I said that business publications had declined to run the piece, and that the explanation I had received was that it’s frowned on to publish a critique of a company by one of its competitors. In my note, I observed that Koncision doesn’t really compete with LegalZoom. … Read More
Steven Sholk, that bloodhound, let me know about an article in the current issue of the Journal of Legal Education. It’s by Robert C. Illig, associate professor at the University of Oregon School of Law, and it’s entitled A Business Lawyer’s Bibliography: Books Every Dealmaker Should Read. (Go here for a PDF copy.) Here’s its stated purpose: This article briefly surveys … Read More
