One of the most common questions in Legal English is what to call the material that supplements a contract. The terms appendix, exhibit, annex and attachment all refer to something which is attached or added to a document and thus are often used interchangeably and…
When drafting a clause which must incorporate a right or obligation, it is worth remembering the time-honoured principle of clause construction developed by George Coode. Coode suggested a logical order for clause construction. Drafter’s Tip Refer to any exceptions first: e.g.“Subject to…” Next, set out…
Demand letters, or letters before action as they are called in the U.K., are typically used to persuade the recipient to take or cease some action, to revoke a waiver of rights, or simply to provoke a reaction that you can use to your client’s…
The selection of the forum of a contract is of great importance to the value of the contract. Naturally, there are always advantages in litigating in a familiar setting, but there are advantages and disadvantages when choosing any forum. For example, the American civil litigation…
Although the word ‘may’ is generally interpreted as being discretionary (giving the party the freedom to decide), case law shows, at least in Great Britain, that the courts can, in an appropriate context, construe ‘may’ as imposing an obligation rather than a discretion. Thus, for…
When using “less than” and “more than” in a list of periods, quantities, or charges, there is the danger of leaving a hiatus (a break or a gap). For example, where the compensation payable in respect of late completion of work varies according to the…
When drafting correspondence, whether a letter or a formal e-mail, it is important to inform the reader of the subject matter of your correspondence at the outset. In addition, one should be sure to conclude the correspondence with a clear articulation of any request for…
Lawyers often sacrifice clarity for the sake of precision. This, coupled with a lawyer’s tendency to use legalese and jargon may give rise to awkward sentences filled with superfluous words, exceptions and qualifications. Ironically, instead of precision the lawyer creates ambiguity. Adherents of the plain…
Whereas is the archetypal legalism. It has been with us since the dawn of our legal system, and many lawyers think that it is high time that whereas was retired. It usually appears in Gothic print, perhaps because it belongs to that era. One popular…
An elderly English couple came home from vacation to find their home ravaged; curtains ripped, pictures smashed and flower pots broken. They thought a burglar must have been there. This was certainly a shock and the damage seemed to be about £5000, but they had…