This post on LinkedIn by Michael Naughton serves as a reminder of the perils of the artisanal approach to contract drafting: if there are no rigorous standards, you’re free to constantly reinvent a defective wheel. So if it’s not artisanal, how should we characterize contract drafting? Here’s what I said in this 2104 post: “I […]
Scorn and Ridicule Won’t Get People to Change
Last month I ran the following idea by my Twitter followers: Pondering a blog post: "Ten Signs Your Contract Template Is F*cked." — Ken Adams (@AdamsDrafting) October 10, 2020 It met with sufficient approval that I prepared a blog post entitled “Your Shit’s Fucked Up: 7 Signs of Dysfunctional Contract Templates.” Well, I regret to […]
Overrated: Litigators As a Source of Contract-Drafting Advice
Last week I tweeted this, or something close to it: “When I want authoritative contract-drafting advice, I look to litigators.” I was aware that it was unclear whether I was being sincere or snarky. After a few hours, I decided that being gratuitously confusing was unhelpful, so I deleted the tweet. But the replies to […]
Improving Contracts Isn’t a Matter of “Academic” Versus “Practical”
This is the first of two posts prompted by what a reader said in a recent exchange of emails. Here’s one thing they said: On more than one occasion, a colleague has used the term “academic” as a pejorative to describe my interest in an issue. For example, “well, let’s try to stay away from […]
Nonlawyers and Contract Drafting: Commentary by Some Connections
In today’s post about how nonlawyers can help with contract drafting (here), I advance an idea I don’t recall having seen expressed before. It hardly seems a revolutionary idea, but I thought it appropriate to hear what other had to say about it. So I reached out to a handful of my connections, some long-standing, […]
Nonlawyers Can Help With Contract Drafting (As Long as They’re the Right Nonlawyers)
Recently I tweeted this: Legal builds contracts because lawyers are good at claiming turf. Contracts are business documents: that they're legally enforceable and contain dispute resolution provisions isn't a reason to make them a legal fiefdom. Give them to people skilled in deals and contract language. — Ken Adams (@AdamsDrafting) August 16, 2020 I’ll now […]
Contract Creation Is the Stepchild of the Contracts Process
The legal profession has a love-hate relationship with technology. On the one hand, lawyers are, uh, challenged when it comes to using basic technology. And technology vendors tend to grouse that selling to lawyers is a hassle. On the other hand, the legal profession is prone to spasms of enthusiasm over technology. It periodically throws […]
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; […]
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 […]