The December 10, 2007 issue of The New Yorker contains a fascinating article entitled “The Checklist.” It’s by Atul Gawande, a surgeon who’s also a staff writer at The New Yorker. The article discusses how using checklists—a process pioneered by a critical-care specialist named Peter Pronovost—significantly improves the consistency of the extremely complex care administered in intensive care units. The … Read More
[In this recent blog post I provided a partial analysis of the phrase moral turpitude and invited readers to complete it for me. No one took up my challenge with sufficient vigor to warrant awarding the prize, a signed copy of A Manual of Style for Contract Drafting. (Cue much wailing and gnashing of teeth!) What this episode taught me … Read More
A reader brought to my attention a recent post on the blog of Mike Dillon, general counsel of Sun Microsystems. It describes how Mike had Sun’s form of contributor agreement revised after someone complained that it was too wordy and complicated. As Mike explains, contributor agreements are used by most open-source companies and communities to specify the terms for contributions … Read More
In his Market Movers blog, journalist Mark Salmon discusses whether there are any benefits to sloppy contract drafting. Mark quotes another blogger to the effect that sloppy drafting can represent an attempt to bury an issue in impenetrable verbiage. I added a brief comment to Mark’s post, but I’m not inclined to attempt a definitive treatment—a simpler explanation for sloppy … Read More
The December 14, 2007, issue of the Canadian periodical The Lawyers Weekly contains an article about yours truly. Click here for a pdf copy (note that the first page is just the photo; the interview itself is on the second page). And click here for the online version of the article.
I’m back from another foray to Toronto, for a seminar at Osgoode Professional Development and another at a law firm. (Greetings, Toronto newcomers to this blog!) Although there’s always room for improvement, both seminars went well. But I’ve come to expect that occasionally amid the favorable evaluations will be one by a seriously unhappy participant. And that was the case … Read More
Each semester that I teach, I inflict a series of drafting assignments on students in my Penn Law contract drafting class. This semester, the final assignment—the grand climax!—consisted of redrafting the first five pages of a master services agreement submitted to me by a major financial-services company in response to this invitation I posted on this blog. The company—let’s call … Read More
I’ve had in the can for a few weeks a partly completed blog post on the subject of the phrase moral turpitude. This phrase features in various kinds of agreements providing for an ongoing relationship, but I associate it with employment agreements in particular. The post remains unfinished because although I’ve identified the problem with the phrase, I’d like some … Read More
In my recent article advocating disciplined use of shall I mention that I haven’t seen any evidence of a flight from shall. At any given time individual lawyers, or groups of lawyers, or conceivably entire organizations, might eschew shall. But I have a hard time imagining that it could be commonplace for any group of lawyers—a notoriously free-spirited bunch—to proscribe … Read More
“The part versus the whole” is the term I use to refer to ambiguity regarding whether a single member of a group of two or more is being referred to, or the entire group. Along with materiality, it’s the most complex topic I’ve written about. That helps explain how the literature on drafting has so thoroughly botched this subject. It’s … Read More
