Managing the Categories of Contract Language So You Tell the Story Concisely:...
Wearing my LegalSifter hat, today I researched how contracts refer to inspection of goods. In doing so, I encountered the following in this Yara purchase order (selected at random): All Goods may be...
View ArticleoneNDA Is mediocreNDA: Thoughts on a Proposed Standard Nondisclosure Agreement
oneNDA is a new initiative that “set out on a mission to standardise the NDA so that lawyers can spend less time on them and more time on more valuable work.” For more about oneNDA, go here. This week...
View ArticleWhen an Entire Provision Is Redundant
I’m used to thinking of redundancy (actual or potential) as occurring at the level of parts of speech. For example, in doublets or triplets of adjectives (null and void). Or verbs (indemnify and hold...
View ArticleAnother Case on Verb Structures in Assigning Intellectual Property: Omni...
Thank you to the readers who told me about Omni MedSci v. Apple (Fed. Cir. 2 Aug. 2021) (PDF here). They heard about it from this post on Patently-O. And in this post on IP Draughts, Mark Anderson...
View ArticleIs LegalSifter a Minimum Viable Product?
When I joined LegalSifter as chief content officer after having been on my own for fifteen years, I entered a process-driven world. I’m now part of a production line that combines technology and...
View ArticlePelopidas, LLC v. Keller: An Opinion Showing How Courts and Litigators Might...
Yesterday I learned of an opinion—hot off the presses—of the Missouri Court of Appeals, Eastern District, Division One, by Judge Kelly C. Broniec. The case is Pelopidas, LLC v. Keller, No. ED 109395,...
View ArticleWho Wants to Work with Me?
LegalSifter is looking to hire someone to work with me in designing our algorithms (we call them “Sifters”) and writing the advice we give users. For more information, go to Indeed or LinkedIn. To get...
View ArticleRandom Drafter Shoots Self in Foot Randomly
From this post on D.C. Toedt’s blog I learned about Miller v. Honkamp Krueger Fin. Servs., Inc., No. 20-3061, 2021 WL 3729047 (8th Cir. Aug. 24, 2021) (PDF here). It’s of interest as an instance of a...
View ArticleWorking with Me at LegalSifter: What’s in It for You?
You might have heard that LegalSifter is looking to hire someone to work with me in creating our algorithms (“Sifters”) and writing the advice we give users. For more information, go to Indeed or...
View Article“Best Steps”: An Example of the Legalistic Mind at Work
I use “legalistic” to mean like a lawyer, but bad. The legalistic mind exhibits various traits. It’s cravenly risk-averse. And it’s addicted to hair-splitting. But now we’ll focus on another trait, the...
View ArticleI Share Two Characteristics with Steve Earle and Colin Hay. Really!
On 30 August, Joanne and I should have been in Nashville to see for the first time Steve Earle and his band in concert, but COVID put the kibosh on that. Instead, we saw Colin Hay at the City Winery in...
View ArticleThe Weirdest Thing You’ll See Today: “Herein So Called”
Yesterday I saw this cry for help on Twitter from @thepixellawyer: @AdamsDrafting ever seen this? It's new to me. #strange pic.twitter.com/40Fw2LcND9 — Chris Brown (@thepixellawyer) September 28, 2021...
View ArticleBack to “Efforts,” Part 1: Dreaming Up Other Hierarchies
Let’s start with what we know: The notion of a hierarchy of efforts standards is nonsense. It’s inconsistent with English usage, semantics, and how contracts work. For more, see my 2019 law review...
View ArticleBack to “Efforts,” Part 2: Relexicalizing “Best”
Warning: this post is for hard-core efforts fans only. As part of my frenzy of rooting around on EDGAR yesterday looking for efforts anomalies, I saw this: The phrase best efforts possible is an...
View ArticleBack to “Efforts,” Part 3: Other Outlets for Delexicalization Deniers
In my 2019 article, I explain that in the phrase best efforts, the word best has been “delexicalized”—instead of expressing its dictionary definition of “exceeding all others,” in this context it’s...
View ArticleWhy I Don’t Use a Table Format for the Definition Section
This is what my definition sections look like: But you could instead opt to present the definition section using a table format: Using a table format is, as far as I can tell, particularly popular in...
View ArticleCounterparts: An Example of Categories-of-Contract-Language Dysfunction
Counterparts provisions are a mess. For one thing, it’s not clear what counterparts are. I and others have been under the impression that it refers to a copy of a contract signed by fewer than all...
View ArticleMy Materials on Contract Boilerplate
I thought it high time that I collect in one place my writings (and a couple of videos) on boilerplate. (By “boilerplate,” I mean the stuff relating to administration and dispute resolution that you...
View ArticleContracts as Incantation
Here’s one of today’s tweets: Today's pioneering plain-English initiative: god's acts>acts of god — Ken Adams (@AdamsDrafting) October 29, 2021 It wasn’t entirely inane. A symptom of legalistic...
View ArticleMore on the Shortcomings of AI Markups
Some AI-and-contracts companies say their artificial intelligence will learn the patterns in your stash of signed contacts and use that, together with a menu of your preferences, to create, in an...
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