Contract-language
This category of contract provision is a promise to do or not do something.
What is a covenant?
A provision that prohibits a party from assigning its rights under a contract.
What is an anti-assignment provision?
Whenever you draft a provision dealing with the payment of money, you should aways answer the following questions:
Who, What, When, Where, Why, How, and How much?
One of the easiest ways to format a contract is to use...
What is sections and subsection?
This term suggests that general provisions are standardized and that can be used in all circumstances when, in fact, they cannot.
What is boilerplate?
Representations and warranties, covenants, and conditions are all....
Remedies associated with proving a breach of warranty.
What is Benefit of the Bargain damages?
A provision that expresses the party's intent that a court a court enforce the valid provisions of a contract, even it is finds a provision to be illegal or unenforceable.
What is a severability clause?
Uncertainty at the margins; a matter of degree. This word is talked about in the context of qualifiers. (i.e. best efforts, workmanlike manner, commercially reasonable). It is neither inherently good or bad but describes a standard that one party could use to purposely create an advantage.
Vagueness
In a contract case, if a party successfully proves the elements of misrepresentation, the party might be entitled to one or both of these two remedies:
What are 1) avoidance and 2) restitutionary recovery
This reduces the length of a contract and aids the reader by showing how the sentences are related.
What is tabulation?
This archaic section of a contract has been replaced, in modern drafting, by the "Background" section.
What is a "Whereas" clause?
This language in a governing law provision broadens the coverage to include tort claims.
What is arising out of or relating to?
Three types of ambiguity that you should be aware of.
What are Contextual, Semantic and Syntactic?
If you draft this type of provision, the maker of the statement will pay damages to the recipient of the statement if the statement isn't true, and the recipient suffers damages.
What is a warranty?
Because the right to a jury trial is a constitutional right, courts require that a waiver be...
What is knowing, intentional, and voluntary?
A technique that parties use to lessen the credit risk by depositing cash or other property with a neutral third party.
What is Escrow?
A remedy for a breach of warranty that sets forth in advance the parties' expectations and what it would cost the breaching party.
What is a liquidated damages provision?
What is "adding value to the deal"?