I noted with interest Casey Flaherty’s recent post entitled The Limits of Incremental Improvements. This sentence captures the gist of it: “[O]nce you cut something in half, there is nothing you can do, save eliminating it entirely, that will ever again deliver the same raw level of improvement.” This post is on LegalSifter’s blog. To read the rest of it, … Read More
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 I have no idea. Specifically, … Read More
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 want to default to a … Read More
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 following definition of duck: … Read More
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 insurance, signing up for online … Read More
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 she asks, “So how do … Read More
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 website caught my eye recently. … Read More
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
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 you discuss. Typically, I feel … Read More
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 like the following: “Please note … Read More
