In its recent opinion in Salama v. Simon, No. 2024-1124-JTL, 2024 WL 4906737 (Del. Ch. Nov. 27, 2024), the Delaware Court of Chancery cites A Manual of Style for Contract Drafting for what it has to say about “the expection of relevance.” That’s a concept underlying a subtle ambiguity associated with the word may. Rather
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“Drafting Clearer Contracts” Training for the First Three Months of 2025
At long last, go here for details of the initial Drafting Clearing Contracts training for 2025, consisting of three series of Masterclass and one presentation. (Go here for general information about Masterclass; go here for general information about my presentations.) On the course site you’ll see links to testimonials. In recent years, I’ll done little…
Distinguishing Between the Date of the Contract and Timing of Performance
Recently, noted swashbuckler and longtime comrade-in-arms Alex Hamilton issued me a challenge: Why not give a contract just an “effective date” without worrying about whether effective date refers to the date of the contract or timing of performance? Confusion In A Manual of Style for Contract Drafting, I say you should distinguish between the two…
ChatGPT Does “A Manual of Style for Contract Drafting”
At the recent ACC annual meeting, Adrian Goss—whom I first met a dozen years ago on a trip to Australia—told me he had uploaded some miscellaneous-provisions stuff from Practical Law and asked ChatGPT to redraft it so it complies with the guidelines in A Manual of Style for Contract Drafting. In this 2023 blog post,…
Metrics on Training in Contract Drafting? I Don’t Think So
I saw discussion on LinkedIn about whether one might use metrics to assess training in contract drafting. Here’s why I think that ain’t happening. How to Say Clearly and Concisely What You Want to Say in a Contract First, what’s meant by training in contract drafting? Let’s assume it refers to the kind of training…
The 1.5-Hour In-Person “Drafting Clearer Contracts” Presentation: Less Training, More Consciousness-Raising
In this post from a few months ago, I wrote about doing my first in-person Drafting Clearer Contracts presentation in four years. It involved little in the way of travel—just taking the Long Island Rail Road to Manhattan. But since then, I’ve done two out-of-town gigs. This is about one I did recently. It was…
Check Out Alé Dalton’s Carousel Review of MSCD
Alé Dalton, a healthcare partner at the Nashville office of Bradley Arant Boult Cummings LLP, saw fit to do a LinkedIn post about A Manual of Style for Contract Drafting. And I reckon it’s the most engaging and digestible take on MSCD since, well, forever! It’s in the form of a carousel—a series of images…
Care to Join Me on Bluesky?
I left Twitter in 2023. That was an easy decision—it had become a Nazi bar under the auspices of a billionaire man-child. After a couple of false starts, last month I found an agreeable Twitter alternative—Bluesky. Although Jack Dorsey, then Twitter CEO, was involved in the early days of Bluesky (in 2019), an appealing aspect…
Can’t We Do Better Than “Miscellaneous”?
You’re drafting a contract that’s big enough for you to group sections into articles, so the contract is easier to navigate. What do you call the boilerplate at the back? “Boilerplate” would be too cryptic (for many) and too casual. “Miscellaneous” would be a standard option. But that seems a cop-out—describing by not describing. After…
Another Misleading Attempt to Explain Why Legalese Is the Way It Is
Twice previously, I’ve critiqued articles written by three cognitive-sciences co-authors, Eric Martinez, Frank Mollica, and Edward Gibson. This 2022 blog post considers their article that aims to show that contracts are poorly written. That article tells us nothing we don’t already know. And this 2023 blog post considers their article examining why lawyers write in…