Sporadically, I’m hired to help people in a fight over confusing contract language. That kind of work isn’t my bread and butter, but I should do a lot more of it. Many courts are bad at making sense of confusing contract language. (For two of many examples, see this 2015 article and this 2020 blog post.) And so are many … Read More
One of the joys of scholarship is that it offers plenty of opportunity for you to be a doofus. I’ve taken advantage of that over the years. It goes with the territory: if your scholarship is worth anything, it will venture into the unknown (unknown to you, at least), and the unknown is where you stumble. My most recent opportunity … Read More
File this under “Better late than never.” Way late. The second printing of A Manual of Style for Contract Drafting came out in spring 2024. If you have a copy of the first printing, you might want to note in it changes I made to the second printing. Here they are: As changes go, I think we can say they’re … Read More
The image below is from my repost of a LinkedIn post by Chris Lemens, who has been reading my stuff for as long as I have written stuff. What prompted my repost was two comments Chris added to this LinkedIn post by Nada Alnajafi: So Chris makes it explicit—the simplest way to demonstrate your value to Chris would be to … Read More
My notion of offering an on-demand module of my Drafting Clearer Contracts training is slowly shifting from a gleam in my eye to reality. Videos and Quizzes This module will consist of 200+ short videos, some proportion of them accompanied by automated quizzes. The foundation of Drafting Clearer Contracts training is my book A Manual of Style for Contract Drafting. … Read More
Recently I encountered this law review article: Tara Chowdhury, Faith Chudkowski & Mitu Gulati, The Form Knows Best, 79 U. of Miami L. Rev. 607 (2025). In this post, I explain two quibbles. I also suggest that the reality the authors describe is better explained by copy-and-pasting, as opposed to being driven by forms. The Article In their article, Chowdhury, … Read More
The image below contains the text of an email message I received from a law student yesterday. In case it’s of interest, here’s how I responded: Hi [Name]. Fortunate is the author who gets this sort of message from a reader! Now that you’re on the road to being an informed consumer of contract language, I offer the following suggestions: … Read More
Glenn West has been pumping out articles so fast that I haven’t kept up. I’ve started looking at the backlog; if I have anything to add, I’ll do so. That’s what I’m doing now, because this post was inspired by Glenn’s article Transactional Lawyering as an Art: When Saying Less Is More Than Enough, Business Law Today (11 Feb. 2025). … Read More
Thanks to longtime tipster Steven Sholk, I learned of the recent opinion of the First Circuit in Dahua Technology USA, Inc. v. Feng Zhang (here). The language at issue is in the image at the top of this post, but the key component is “the Company agrees to make monthly severance payments to you in the amount of $680,000 for … Read More
Over the years, I’ve written plenty about the practice of expressing numbers using both words and digits, as in five (5) days’ notice. In MSCD, I recommend using words for one through ten and digits for 11 and up (with some obvious exceptions). I also discuss using only digits. (Go here for an extract of the relevant pages.) But I’ve … Read More
