The image above is from a hotel agreement I examined as part of my LegalSifter duties. It caused me to wonder how people go about making final changes to the signature copy of a contract. What are the alternatives, apart from marking changes by hand? It’s been forever since I last did a deal, so […]
After a Certain Point, You Shouldn’t Make Contracts Any Less Complex
Above is my first graph in Word, and it sure looks like it. But rather than spend any more time fiddling with it, I’m going with it as is: it’s adequate to make my simple point. It’s not the case that contract value and contract complexity both start at zero and increase proportionately. Instead, contracts […]
Should You Include a Duck in Your Draft Contract?
Over dinner recently, a transactional lawyer told me he makes a point of including a duck in each draft he sends to the other side. But he didn’t actually use the word “duck.” That’s my word, thanks to the great Alex Hamilton, who pointed me to this post on the Coding Horror blog, which includes […]
The Market for Effective Business Contracts
Business contracts are different from consumer contracts. For one thing, business contracts exhibit greater variety than do consumer contracts. But in another respect, business contracts are broadly comparable, regardless of that variety. Allow me to explain. Consumer contracts are geared to the mundane transactions you and I engage in when opening bank accounts, taking out […]
Innovation and Contract Drafting: Thoughts Prompted by Ivy Grey’s Article
A couple of recent articles make the sensible point that it’s meaningless just to clamor for innovation in legal. There’s this article by Mark A. Cohen (@legalmosaic, but this post is about this article on Above the Law by Ivy Grey (@IvyBGrey). The title is Innovation Is A Red Herring Without Cultural Change, and in it […]
Two Items from Radiant Law (and a Shout-Out to MSCD)
Readers of this blog will be familiar with the ever-raffish Alex Hamilton, but I haven’t had occasion to mention his UK-based business, Radiant Law, which describes itself as “a law firm leading the way in optimising how large companies create, negotiate and manage their commercial contracts.” I’m doing so now because two items on their […]
What Incremental Change Looks Like, Part 2
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 […]
Convincing the Other Side to Fix Their Draft
This week I received the following inquiry from a reader: I’m a lawyer, and I’ve been working with contracts for the past five years. Your blog has been the first place I look for guidance on drafting questions. Thank you for being a great resource. I find that many lawyers resist implementing the modern approaches […]
On Saying a Draft Is Subject to Client Comments
Today I received the following inquiry from reader Ryan: I’m curious if you have a view on a practice that continues to baffle me. In the process of negotiating tri-party or multi-party agreements and exchanging drafts or mark-ups via e-mail to a large distribution of the parties and their counsel, some attorneys always include something […]
Advice on Contracts: 1916 Compared with 2018
A couple of days ago I noticed a post on LinkedIn by Ian Heptinstall. In it, he quoted a bit of contracts advice from 1916 and asked readers what they thought of it. Here’s that advice: Our custom here is to draw up a contract before having seen the lawyer and then to ask him […]
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