Hot on the heels of last month’s or case comes one about and. The article I wrote with Alan Kaye on the ambiguity of and and or was cited in Philip Services Corp. v. City of Seattle, 2007 U.S. Dist. Lexis 14906 (Mar. 2, 2007 S.D. Tex.). (Click here for a copy of this case.) The article came out all … Read More
I’m pleased to announce that I’ll be giving my seminar “Contract Drafting—Language and Layout” in London on April 17, in Paris on April 19, and in Frankfurt on April 26. For more information and to register online, go to this page of my website. Why Paris and Frankfurt? As I suggest in this page of my website, I’ve long thought … Read More
A recent post on the Exari document assembly blog suggests that document assembly is increasingly being used to generate business contracts. (Thanks to Dennis Kennedy for the lead.) By the way, Exari is, in their words, “an enterprise document assembly system that sets the standard for contract authoring and complex document production.”
Consider the following quotation: “We see partners who are doing the same work they did as associates,” he says. “If they’ve been promoted, why should they still be writing contracts?” It’s from this article in Corporate Counsel about how law departments are increasingly requiring outside counsel to implement technology. It was uttered by the director of information systems for Microsoft’s … Read More
I just learned a new term—”sticky contracts.” It refers to the tendency of drafters to stick with a given form contract, even if it contains suboptimal provisions. Gordon Smith has a post on the subject at the Conglomerate blog. Gordon discusses some possible causes of stickiness. As I suggested in a comment to his post, I’d be inclined to attribute … Read More
I should have had enough of material and material adverse change, given that I discuss materiality in chapter 7 of MSCD, in this law review article, and in this article in the M&A Lawyer. But the topic continued to nag at me, and recently the fog cleared—I realized that my analysis was significantly flawed, and I also figured out how … Read More
On Monday, April 30th and Tuesday, May 1st, I’ll be in Toronto giving my third “Intensive Contract Drafting Workshop,” as usual under the auspices of Osgoode Hall Law School’s Professional Development Program. To find out more, click here to go to the Professional Development Program’s website and click here to see the brochure. As in the previous workshops, the first … Read More
I’m grateful to David Gurfein, an associate in the New York office of Cozen O’Connor, for informing me of AIU Insurance Co. v. Robert Plan Corp., 14 Misc.3d 1216(A), 2006 WL 3904521 (N.Y. Sup. Dec. 26, 2006). This case considers how confusion over the distinction between that and which can result in ambiguity. (Click here for a copy of the … Read More
Today’s issue of the New York Law Journal contains my first bi-monthly “Contract Drafting” column. It’s in the inaugural issue of a new monthly section, “GC New York.” (Click here to go to a copy of the column on the “GC New York” website; in the future, you may need to register. You may find this version prints better.) Entitled … Read More
Reader David Munn recently wrote this item regarding an interview in which Tim Cummins of the International Association for Contract and Commercial Management asked the heads of Legal and Audit at Scottish & Newcastle, one of the world’s largest brewers, about their contract simplification program, called Pathclear. Click here to go IACCM’s web page about the interview; click here to … Read More
