Negotiating and Drafting Contract Boilerplate

Negotiating and Drafting Contract Boilerplate Author Tina L. Stark
ISBN-10 1588521052
Year 2003
Pages 675
Language en
Publisher ALM Publishing
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Educates lawyers and business professionals about the importance of boilerplate language. Each chapter of this book tackles a different contractual provision, and analyzes why it is important, what the key legal and business issues are, what is negotiable and what is not, and how best to draft the provision to suit a particular transaction.

Drafting and Negotiating Commercial Contracts

Drafting and Negotiating Commercial Contracts Author Mark Anderson
ISBN-10 9781784512668
Year 2016-09-28
Pages 408
Language en
Publisher Bloomsbury Publishing
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This comprehensive coverage of practical contractual matters acts as a 'one-stop' shop for everyone who wishes to understand, or has to negotiate or draft, a commercial contract. It includes a guide to the common legal issues in negotiating and drafting contracts; an explanation of the structure and contents of a commercial contract; good and bad practice in drafting (and in using clear, modern English); the meaning of and use of commonly-used words, phrases and legal jargon; the formalities for creating and signing contracts; commentary on the use of electronic drafting and electronic signatures; and guidance on the interpretation of contracts. In addition to being fully revised and updated, it takes into account the changes brought about by new or amended law and practice. This edition also includes: a new introductory section covering the formalities of entering into contracts; a new section on best practice for contracts which are signed and sent by email among the parties (R (on application of Mercury Tax Group and another) v HMRC); revisions to existing sections and a new section dealing with the continuing dominance and onward march of Investors Compensation Scheme West Bromwich Building Society and Chartbrook Ltd v Persimmon Homes Ltd & another; implications of the Consumer Contracts Regulations 2013 and the Consumer Act 2015; and expansion of the chapter covering legal terms and lawyers' jargon. This book is essential reading for commercial lawyers, contract managers, and anyone involved in negotiating and drafting commercial contracts. [Subject: Commercial Law, Contract Law, Corporate & Business Strategy, Tort Law, Restitution Law]

Drafting Contracts

Drafting Contracts Author Tina L. Stark
ISBN-10 9781454829058
Year 2013-11-26
Pages 576
Language en
Publisher Wolters Kluwer Law & Business
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An eagerly anticipated second edition of this established and highly regarded text teaches the key practice skill of contract drafting, with emphasis on how to incorporate the business deal into the contract and add value to the client's deal. Features: More exercises throughout the book, incorporating More precedents for use in exercises Exercises designed to teach students how to read and analyze a contract progressively more difficult and sophisticated New, multi-draft exercises involving a variety of business contracts New and refreshed examples, including Examples of well-drafted boilerplate provisions More detailed examples of proper way to use shall Multiple well-drafted contracts with annotations Revised Aircraft Purchase Agreement exercise to focus on key issues, along with precedents on how to draft the action sections and the endgame sections. Expanded explanations of endgame provisions, along with examples and new exercises

A Manual of Style for Contract Drafting

A Manual of Style for Contract Drafting Author Kenneth A. Adams
ISBN-10 1590313801
Year 2004-01-01
Pages 253
Language en
Publisher American Bar Association
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The focus of this manual is not what provisions to include in a given contract, but instead how to express those provisions in prose that is free ofthe problems that often afflict contracts.

A Z Guide to Boilerplate and Commercial Clauses

A Z Guide to Boilerplate and Commercial Clauses Author Mark Anderson
ISBN-10 9781847668950
Year 2012
Pages 631
Language en
Publisher A&C Black
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Clearly and concisely de-constructs the boilerplate clauses commonly used in commercial contracts Includes new, revised and updated precedent material Dedicated accompanying website keeps you up to date with developments No matter how obscure or complicated the clause, this book will enable you to negotiate and comprehend the boilerplate clause, and draft your own. The practical alphabetical format enables you to locate vital information in seconds. The following invaluable knowledge and information is provided for each and every boilerplate: an explanation of the purpose of the clause; a discussion of the issues and problems you'll encounter drafting the clause; practical samples of commonly used precedents; a summary of the underlying law, including consumer law issues where relevant; an explanation of relevant major cases that have affected the interpretation of the clause. Includes new precedent material on the obligations on a party to comply with particular regulatory and/or gove

Boilerplate Clauses International Commercial Contracts and the Applicable Law

Boilerplate Clauses  International Commercial Contracts and the Applicable Law Author Giuditta Cordero-Moss
ISBN-10 9781139500050
Year 2011-03-17
Pages
Language en
Publisher Cambridge University Press
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With the aim of creating an autonomous regime for the interpretation and application of the contract, boilerplate clauses are often inserted into international commercial contracts without negotiations or regard for their legal effects. The assumption that a sufficiently detailed and clear language will ensure that the legal effects of the contract will only be based on the contract, as opposed to the applicable law, was originally encouraged by English courts, and today most international contracts have these clauses, irrespective of the governing law. This collection of essays demonstrates that this assumption is not fully applicable under systems of civil law, because these systems are based on principles, such as good faith and loyalty, which contradict this approach.

The Three and a Half Minute Transaction

The Three and a Half Minute Transaction Author Mitu Gulati
ISBN-10 9780226924397
Year 2012-11-29
Pages 240
Language en
Publisher University of Chicago Press
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Boilerplate language in contracts tends to stick around long after its origins and purpose have been forgotten. Usually there are no serious repercussions, but sometimes it can cause unexpected problems. Such was the case with the obscure pari passu clause in cross-border sovereign debt contracts, until a novel judicial interpretation rattled international finance by forcing a defaulting sovereign—for one of the first times in the market’s centuries-long history—to repay its foreign creditors. Though neither party wanted this outcome, the vast majority of contracts subsequently issued demonstrate virtually no attempt to clarify the imprecise language of the clause. Using this case as a launching pad to explore the broader issue of the “stickiness” of contract boilerplate, Mitu Gulati and Robert E. Scott have sifted through more than one thousand sovereign debt contracts and interviewed hundreds of practitioners to show that the problem actually lies in the nature of the modern corporate law firm. The financial pressure on large firms to maintain a high volume of transactions contributes to an array of problems that deter innovation. With the near certainty of massive sovereign debt restructuring in Europe, The Three and a Half Minute Transaction speaks to critical issues facing the industry and has broader implications for contract design that will ensure it remains relevant to our understanding of legal practice long after the debt crisis has subsided.

International Sales Agreements

International Sales Agreements Author James M. Klotz
ISBN-10 9789041127310
Year 2008
Pages 434
Language en
Publisher Kluwer Law International
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Compared to domestic transactions, the risks associated with international sales are greatly multiplied. It is a rare international sales agreement that can rely on minor variations of standard terms, as is so often the case in domestic agreements. Foreign laws, export/import and currency exchange controls, treaties, transit issues, inspection of goods, insurance, tariffs--all these and more must be taken into account in contract negotiations. This is the second edition, expanded and updated, of an enormously useful book that guides practitioners through the process of drawing up sound agreements for the international sale of goods. Organised according to the framework of an annotated agreement, with detailed commentary on each provision, it incorporates hundreds of model clauses designed to cover every contingency, including such factors as the following (and a great deal more): definitions; Incoterms; price adjustments; documentation; labelling; delivery dates; transportation modes; limitation of liability; confidentiality; arbitration; and antitrust issues. Although the clauses are drawn without reference to any particular country, relevant national circumstances are covered in the commentary to each clause. Appendices reprint the texts of the United Nations Convention on Contracts for the International Sale of Goods (CISG), the UNIDROIT Principles, and the Principles of European Contract Law. For lawyers charged with drafting an international sales contract, this book is invaluable. Clause by clause, it clearly details the drafting process, commenting expertly on every issue likely to arise as it goes. It would be hard to find a more useful guide.

Drafting Effective Contracts

Drafting Effective Contracts Author Robert A. Feldman
ISBN-10 0735503761
Year 1999
Pages 1466
Language en
Publisher Aspen Publishers Online
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The professionaland’s favored tool for over a decade, this backbone reference provides a comprehensive set of drafting elements that can be used from contract to contract. Move step-by-step through the contract-creation process and—from conducting the initial client meeting to closing the deal, with detailed discussions of the eleven, essential drafting elements, parties, recitals, subject, consideration, warranties and representations, risk allocation, conditions, performance, dates and term, boilerplate, and signatures. By Robert A. Feldman and Raymond T. Nimmer A favorite reference tool for professional drafters for over a decade, Drafting Effective Contracts combines a clear analysis of how effective agreements are structured with a practical breakdown of the essential elements of any contractand— giving you the best way to draft contracts. This completely updated practical reference guide presents a consistent structural analysis and a comprehensive set of drafting elements that can be used from contract to contract. You are led step-by-step through the process by which contracts are created, given clear sample contract provisions, and offered direction around the obstacles that may be encountered in drafting agreements for goods and services, promissory notes, guaranties, and secured transactions. Drafting Effective Contracts provides a complete handbook for drafting legal agreements that work. For starters, you get a practical and comprehensive approach to the overall contract processand—from conducting the initial client meeting to closing the deal. Youand’ll find a detailed discussion of the 11 drafting elements that every contract may have: Parties Recitals Subject Consideration Warranties and Representations Risk Allocation Conditions Performance Dates and Term Boilerplate Signatures After you get a solid explanation of these essential elements and how theyand’re assembled to create effective contracts, you get key strategies for negotiating the agreement and closing the deal. You get an overview of the legal concepts that underpin various types of agreements and—such as promissory notes, guaranties, security agreements, and agreements for the sale of goods and services. Then youand’ll see how to apply the drafting elements to create the finished contract. You also get an array of sample agreements and contracts as well as statutory material. Only Drafting Effective Contracts combines the best benefits of a forms book and a treatise to give you the most complete tool for building effective legal agreements.

Arbitration Clauses for International Contracts 2nd Edition

Arbitration Clauses for International Contracts   2nd Edition Author Paul D. Friedland
ISBN-10 9781933833064
Year 2007-07-01
Pages 370
Language en
Publisher Juris Publishing, Inc.
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"This book, by a leading international arbitration practitioner, offers suggested language for every option that a drafter of an international arbitration clause may need. Following a succinct assessment of the choice between arbitration and litigation and commentary on the choices among arbitration fora and formats, the author presents an accessible how-to for drafting. While other works offer theory and a smattering of drafting tips, there is no other comprehensive collection of workable language, presented accessibly with easy-to-reference appendices. This book will be a standard reference for both in-house counsel and outside practitioners. This book provides, in an accessible format, clauses that address all the significant issues that contracting parties face, and in any event should consider, when they decide to draft a dispute resolution clause for an international contract. Those who wish immediate access to suggested language may turn directly to the Appendices. Those who wish to understand the analysis that leads to the suggested language should read the text."--Publisher's website.

The LSTA s Complete Credit Agreement Guide

The LSTA s Complete Credit Agreement Guide Author Richard Wight
ISBN-10 9780071615129
Year 2009-01-18
Pages 400
Language en
Publisher McGraw Hill Professional
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Loans between institutions continue to be issued and traded, and corporate lending remains a booming practice. At the core of these activities is the credit agreement--a complicated document that often acts as an obstacle even to the professionals and support personnel who work with it every day. From determining the terms of the agreement to managing defaults, assignments, and competitive bids, this comprehensive reference tool unlocks the heart and soul of the loan market for institutional investors and professionals in financial and corporate lending firms. Operations personnel who are responsible for executing and managing credit agreements will find it invaluable. The LSTA's Complete Credit Agreement Guide goes far beyond the fundamentals to provide: Unmatched coverage on the nuts and bolts of the credit agreement In-depth discussions that include all the nuances of today's global marketplace Insightful explanations that address how to manage situations that go off course With The LSTA's Complete Credit Agreement Guide, all the answers are at your fingertips. Sponsored by the Loan Syndications and Trading Association (LSTA) and written by the partners at Milbank, Tweed, Hadley & McCloy, it provides a definitive road map to managing the entire credit agreement process.

Contractual Indemnities

Contractual Indemnities Author Wayne Courtney
ISBN-10 9781782253891
Year 2014-12-01
Pages 312
Language en
Publisher Bloomsbury Publishing
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Promises of indemnity are found in many kinds of commercial contracts, not just contracts of insurance. This book examines the nature and effect of contractual indemnities outside the insurance context. It is the first work to provide a detailed account of the subject in English law. The book presents a coherent theory of the promise of indemnity while also addressing important practical issues, such as the construction of contractual indemnities. The subject is approached from two perspectives. The foundations are laid by examining general principles applicable to indemnities in various forms. This covers the nature of indemnity promises; general principles of construction; the determination of scope; and the enforcement of indemnities. The approach then moves from the general to the specific, by examining separately particular forms of indemnity. Included among these are indemnities against liability to third parties, and indemnities against default or non-performance by third parties. The book states English law but it draws upon a considerable amount of material from other common law jurisdictions, including Australia, Canada, New Zealand and Singapore. It will appeal to readers from those countries.

Basic Contract Drafting Assignments

Basic Contract Drafting Assignments Author Sue Payne
ISBN-10 0735589259
Year 2011
Pages 421
Language en
Publisher Wolters Kluwer Law and Business
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Basic Contract Drafting Assignments: A Narrative Approach is a unique supplement of contract drafting exercises designed to be used with any contracts or drafting course book. Instructors who want to incorporate drafting exercises into the classroom experience will find an invaluable asset in his supplement, which provides students with the tools necessary to develop skills that can be applied to various types of advanced transactional work. Divided into four interest-catching sequences, this concise paperback takes a narrative approach, and gives students the opportunity to learn by doing: The first assignment in each sequence introduces the clients, their businesses, and their needs. In the second and third assignments those clients evolve and grow, and their business needs change. Each sequence features assignments of varying lengths and types, including gathering information, interviewing the client, outlining the issues that need to be considered from both sides of the table, and drafting the necessary memos, letters, and final contract. The assignments focus on methodologies in four areas: How to conceptualize in writing the parties rights, duties, risks, and protections. How to organize a contract on both the macro and the micro levels. How to draft for clarity and enforceability. How to express boilerplate terms. Additional resources for students and instructors include: Entertaining and informative appendices, among them What Deal Lawyers Say to Each Other: A Dictionary of Contract Negotiation and Drafting Slang Ten Tips for Interviewing a Client about a Transaction Decoding the Comments on Student Contracts: Some Samples with Illustrations Basic Contract Drafting Assignments will augment and enhance any book you are currently using by providing a wealth exercises that will help students learn real-world drafting techniques and skills.

Contracts

Contracts Author Richard Stim
ISBN-10 9781413323016
Year 2016-08-04
Pages 487
Language en
Publisher Nolo
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Understand virtually any contract and sign on the dotted line with confidence. This is the first book to explain contract terms in language for the layperson. This indispensable A to Z guide covers: definitions of over 300 common terms found in contracts how to decipher the language of contracts which clauses are important and which aren't illegal and dangerous contract clauses to watch out for, and how to negotiate or change contracts. Contracts: The Essential Business Desk Reference will help you save money by explaining which clauses are important so that you can avoid a pricey professional review by a lawyer. Written in plain English, this book is especially useful for law students and business owners (including one-person operations and independent contractors), but still contains enough detail to have a place on nearly any lawyer's bookshelf.