I might have sent a misleading signal with my recent post about the subjunctive mood in contracts (here). I’m not suggesting that you all need to start worrying about the subjunctive, in addition to everything else. It’s simply an issue that crossed my mind, so I spent a few minutes thinking about it and doing some research. And then I … Read More
Behold the following tweets, one by me considering the difference between saying comply with the law and comply with all laws, not to mention comply with all applicable laws, and an unexpected reply from Jason Morris, aka @RoundTableLaw: I don't understand how, if contracts to violate the law are invalid, this says anything at all. If what you are concerned … Read More
Consider the following: If the Borrower [be] [is] in default, … It is a condition to closing that the Buyer [have] [has] received an opinion of Acme’s counsel … . If Acme requires that Widgetco [pay] [pays] the purchase price in zlotys … The Company recommends that the Employee [retain] [retains] a lawyer … In each example, the first bracketed verb structure … Read More
The current issue of the Law Society Gazette (published by the Law Society of England and Wales) contains a review of the fourth edition of A Manual of Style for Contract Drafting (here). It’s by Daphne Perry. You might recall that earlier this year Practical Law Company recorded a video of me chatting with Daphne (here). (The legal-writing world is … Read More
On 10 October I’ll be giving a public “Drafting Clearer Contracts” seminar in Singapore (here). But I’m delighted that the day before, on 9 October, from 15.00 to 16.00, I’ll be doing an hour-long event sponsored by Thomson Reuters. It will consist of a conversation on the theme “Master Drafting Skills in the Age of Technology.” As a title that … Read More
Friends, today’s word is abrogate. If you use it in contracts, you need to get over yourself. Here’s how Black’s Law Dictionary defines it: abrogate (ab-rə-gayt) vb. (16c) To abolish (a law or custom) by formal or authoritative action; to annul or repeal. I rummaged around on Edgar to see what use people have had for abrogate, and I quickly noticed that once … 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
You know the em-dash—it’s what divides the two parts of this sentence. According to Garner’s Modern English Usage (GMEU), “The em-dash is perhaps the most underused punctuation mark in American writing.” But in my experience, once people start using the em-dash, they quickly start using it promiscuously. That’s the case with me, with one exception: I don’t use it in … Read More
Readers tell me that businesspeople keep asking them to cut from contracts that which is unduly risk-averse or plain old unnecessary. Lawyers might be inclined to attribute that to businesspeople doing what they gotta do. In this view of things, lawyers are a bulwark against rank expediency. But there’s is a lot of fat in contracts, and in the coming … Read More
As a follow-up to their 2009 article naming me one of their original batch of Legal Rebels, I’m featured in a new ABA Journal Legal Rebels podcast that focuses on my work with LegalSifter. And there’s also an article. You can find both of them here. The 2009 article about me is apparently no longer online *sob* but for yucks, … Read More
