Monday, June 11, 2007

Contact Dratfing Tips

I ran across an excellent post from Ken Adams concerning dos and don'ts in contract drafting. I'm not in 100% compliance, and I'm okay with that because I agree with much though not all of what Ken says. I'm about 50% compliant on meaningless language. I use the phrase "representations and warranties" in contracts because that is the custom in my field. But I always limit the scope and duration of those statements. I almost never use the term "best efforts" because it is, in my view, ambiguous. I admittedly use some of what he calls jargon, and it does not bother me that I do. I'm not sure our definitions of jargon are the same. I prefer using the term "will" over "shall" and try to keep it from creeping into my drafting. And I like the idea of document assembly coming into play, but at a reasonable cost.

Thanks to the publishers of this week's Blawg Review, the Legal SEO and Marketing Blog, for pointing out Ken's post.