Two “Similarly” Glitches

Yes, similarly and similar are vague. Vague can lead to fights, so you have to be careful about vague. (See this 2018 post about a vagueness fight over similar.) But that’s not what post is about. Instead, it’s about two similarly glitches.

Consider this use of similarly:

In case of any reclassification or reorganization … , or in the case of any merger or consolidation … , or in the case of any sale or conveyance … , the holders of the Warrants shall … . The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

No, it doesn’t “similarly apply,” it also applies.

… then the Holder shall not be entitled to participate in such Distribution to the extent of the Maximum Percentage … and the portion of such Distribution shall be held in abeyance for the benefit of the Holder until such time or times, if ever, as its right thereto would not result in the Holder and the other Attribution Parties exceeding the Maximum Percentage, at which time or times the Holder shall be granted such Distribution (and any Distributions declared or made on such initial Distribution or on any subsequent Distribution held similarly in abeyance) to the same extent as if there had been no such limitation).

No, it won’t be “held similarly in abeyance,” it will be also held in abeyance. (Don’t get me started on held in abeyance.)

In each case, no vagueness is involved, so similarly is the wrong word. One could even do without also, but I suggest it’s appropriate to acknowledge that the initial mechanism is being reapplied in an analogous context.

Now consider similarly used to begin a sentence:

For example, if Tenant is entitled to one (1) day of abated Minimum Annual Rent for each day of delay under Section 1(f) and one (1) day of abated Minimum Annual Rent for each day of delay under this Section 1(i), Tenant shall be entitled to one day of abated Minimum Annual Rent per day of delay (not two). Similarly, if Tenant is entitled to two (2) days of abated Minimum Annual Rent for each day of delay under Section 1(f), and one (1) day of abated Minimum Annual Rent for each day of delay under this Section 1(i), Tenant shall be entitled to two (2) days of abated Minimum Annual Rent for each day of delay (not three).

Each Grantor understands that compliance with the Federal Securities Laws might very strictly limit the course of conduct of the Notes Collateral Agent if the Notes Collateral Agent were to attempt to dispose of all or any part of the Pledged Collateral , and might also limit the extent to which or the manner in which any subsequent transferee of any Pledged Collateral could dispose of the same. Similarly, there may be other legal restrictions or limitations affecting the Notes Collateral Agent in any attempt to dispose of all or part of the Pledged Collateral under applicable blue sky or other state securities laws or similar laws analogous in purpose or effect.

University recognizes that the public dissemination of information based upon the research performed under this Agreement shall not contain Sponsor’s Proprietary Information without its approval. Similarly, Sponsor recognizes that the University must have the right to freely publish the scientific results of the Research Project and subject to Sections 6 and 7 of the Agreement, may present the scientific results of the Research Project at symposium, international, national or regional professional meetings or publish the scientific results in publications, presentations or abstracts.

Again, no vagueness is involved. Instead, the similarly sentence is self-contained; as regards how it relates to the preceding sentence, the following sentence speaks for itself. You could use and or also, but I would just delete similarly and leave it at that.

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.