Blog

English Contract Drafters Should Consider Using “Efforts” Instead of “Endeavours”

16 July 2014 by Ken Adams

Generally, English contracts refer to endeavours rather than efforts. I’ve long waged a guerilla campaign against the conventional wisdom that different endeavours standards convey different meanings (for example, see this 2012 post), and I’ll continue to do so, but that’s not today’s topic. Instead, it’s something even more annoying: I’d like now to suggest that English drafters stop using the word endeavours in contracts … Read More

Malpractice Claim Against Cadwalader: Defining What You Mean, Not What You Don’t Mean

14 July 2014 by Ken Adams

A New York appellate court recently unanimously affirmed a judgment of $17.2 million against the law firm Cadwalader, Wickersham & Taft in a legal malpractice action alleging that due to a drafting mistake by the law firm, its client had had to pay its investment advisor $10 million instead of $2 million in a dispute over fees earned in an acquisition. Red … Read More

You Can Now Register for my London, Seoul, Tokyo, and Singapore Seminars

13 July 2014 by Ken Adams

Go here to register for my 3 November “Drafting Clearer Contracts” seminar in London, hosted by University College London. Go here to register for my Thomson Reuters seminars in Seoul on 13 November, in Tokyo on 18 November, and in Singapore on 20 November. And you can still go here to register for my 10–11 November seminar in Abu Dhabi … Read More

“Resiliate” (A Québec Usage)

13 July 2014 by Ken Adams

Michael Fleming, ur-commenter on this blog, sent me the following extract from a Canadian lease, asking me what I thought of “resiliate”: Should the Tenant default on any of the above-mentioned monthly payments at the date when due the balance of the present lease will become due, entirely, without prejudice to the right of the Landlord to resiliate the present … Read More

Revisiting “Provided That”

9 July 2014 by Ken Adams

The last time I had anything to say about provided that on this blog was in this 2008 post. Well, today I was woken from my provided that slumber by this post, entitled “Provisos in Contracts,” on the Paper Software blog. Paper Software is developer of Turner, a Mac-only software with the tagline “Smarter, simpler contract drafting tools.” The guy … Read More

The Challenges of Document Assembly and How to Overcome Them

17 July 20147 July 2014 by Ken Adams

Here are some thoughts I put together for the recent IACCM “ask the expert” call that I did with Tim Allen, Business Integrity’s vice president–North America. I usually spend most of my time discussing what ails traditional contract drafting—dysfunctional language and the dysfunctional copy-and-paste process. But a lot of us are now all too familiar with the problems, so I’ve … Read More

Off-Topic: My Version of an Email Confidentiality Notice

7 July 2014 by Ken Adams

(This is the first post in a new category, “Off-Topic.” Any post in that category will have nothing to do with contract drafting. Don’t worry, this won’t gradually become an off-topic blog.) I recently received the following from a reader: A recent change in IRS regulations has caused my firm, like many others, to drop the Circular 230 disclaimer that … Read More

An Organization to Promote the Teaching of Contract Drafting?

3 July 2014 by Ken Adams

During my visit to the biennial conference of the Legal Writing Institute, I saw that although their focus remains litigation writing, an increasing number of their members teach contract drafting, or would like to. I was also reminded that the Association of American Law Schools has a Section on Transactional Law and Skills. So if an organization serves to promote … Read More

My Remarks on Receiving the Golden Pen Award

2 July 2014 by Ken Adams

Yesterday I attended the biennial conference of the Legal Writing Institute, where I received the 2014 Golden Pen Award. My thanks to LWI members in general, and president-elect Linda Berger in particular, for their generous hospitality. (That’s Linda and me to the right.) If you’d like to know why I received this award, go here. And below is the text … Read More

When Entire-Agreement Provisions and Click-Wraps (or Browse-Wraps) Collide

2 July 2014 by Ken Adams

Occasionally I offer up an inquiry from a reader and step aside. This is one of those occasions. Blake Reagan is a lawyer who works as a contract administrator for The University of Tennessee. I got to meet him at my recent “Drafting Clearer Contracts” seminar in Los Angeles. He’s a thoughtful and no-nonsense guy, so I paid attention when he … Read More

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