Avoiding Bad Contract Drafting: Looking at the Big Picture, Structure, Language, Definitions, Terms, Consistency, and Boilerplate
Recording of a 90-minute CLE video webinar with Q&A
This CLE course will provide a refreshing and entertaining approach to contract drafting by exploring what not to do and why not to do it, as well as what to do instead. In addition, the program will review the evolution of contract drafting and why strategies that worked in the past may be less suitable now.
Outline
- How we got here (the old contract drafting model)
- What has changed and why our drafting must change
- The many problems ambiguity causes and how to avoid ambiguity
- Contract structure
- Definitions
- Representations
- Material terms
- "Boilerplate" and the reasons for the "boilerplate" provisions some lawyers take for granted
- Merger clauses
- Dispute resolution
- Non-assignment
- Severability
- Modification
- Governing law
- Waiver
- Indemnity
- Force majeure
- And many other standard boilerplate provisions
- The benefits of plain English
Benefits
This webinar will review these and other critical matters:
- Learn the types of ambiguities and how and why to avoid ambiguity
- Make contracts easier to understand and reduce the likelihood of disputes
- Gain practical tips from an experienced litigator on how drafting can prevent litigation and maximize the odds of success if litigation cannot be avoided
- The materials include many functional sample boilerplate clauses in plain English
- A comprehensive drafting checklist
Faculty
Donald S. Trevarthen
(Retired) Director, Division Counsel at The Toro Company and (Retired) Adjunct Professor University of Minnesota Law School
Mr. Trevarthen retired in 2015 from The Toro Company as Director, Division Counsel after over 25 years of service.... | Read More
Mr. Trevarthen retired in 2015 from The Toro Company as Director, Division Counsel after over 25 years of service. At Toro, he had extensive experience with negotiating, drafting, and enforcing contracts across a wide range of subject matters and business units. Prior to Toro, Prof. Trevarthen worked from 1979-1987 as a Project Engineer for General Motors Corporation in Saginaw, MI and for Tennant Company in Golden Valley, MN.
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Steven O. Weise
Partner
Proskauer Rose
Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those... | Read More
Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those secured by personal property, including structured financing. He is regarded as one of the foremost authorities on Article 9 of the UCC. He is a member of the Permanent Editorial Board for the UCC and a member of the American Law Institute’s UCC Article 9 Drafting Committee. Mr. Weise is also the past chair of the American Bar Association’s Business Law Section Legal Opinions Committee.
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