Warning: this post is for hard-core efforts fans only. As part of my frenzy of rooting around on EDGAR yesterday looking for efforts anomalies, I saw this: The phrase best efforts possible is an oddity. It and the variant best possible efforts occur only a handful of times on EDGAR, mostly in contracts drafted in countries where English isn’t the … Read More
Let’s start with what we know: The notion of a hierarchy of efforts standards is nonsense. It’s inconsistent with English usage, semantics, and how contracts work. For more, see my 2019 law review article. (According to the Delaware Chancery Court, it’s “The most thorough analytical treatment of efforts clauses.”) But some drafters are so taken by the notion of a … Read More
Yesterday I saw this cry for help on Twitter from @thepixellawyer: @AdamsDrafting ever seen this? It's new to me. #strange pic.twitter.com/40Fw2LcND9 — Chris Brown (@thepixellawyer) September 28, 2021 So I went on EDGAR. Westlaw offered me 1,196 contracts containing the phrase, so it’s a thing. On the other hand, it’s not commonplace—I’ve been hanging out in this neighborhood for 20 … Read More
On 30 August, Joanne and I should have been in Nashville to see for the first time Steve Earle and his band in concert, but COVID put the kibosh on that. Instead, we saw Colin Hay at the City Winery in New York City. This year I’ve found myself listening more closely than previously to both Earle and Hay. And … Read More
You might have heard that LegalSifter is looking to hire someone to work with me in creating our algorithms (“Sifters”) and writing the advice we give users. For more information, go to Indeed or LinkedIn. On Saturday I published this stream-of-consciousness post on my blog about the position. Now I’d like to address more directly why this position might be … Read More
From this post on D.C. Toedt’s blog I learned about Miller v. Honkamp Krueger Fin. Servs., Inc., No. 20-3061, 2021 WL 3729047 (8th Cir. Aug. 24, 2021) (PDF here). It’s of interest as an instance of a drafter making an odd mistake. In 2006 Miller entered into an employment agreement with HKFS. Among other things, it said that “for a … Read More
LegalSifter is looking to hire someone to work with me in designing our algorithms (we call them “Sifters”) and writing the advice we give users. For more information, go to Indeed or LinkedIn. To get a better sense of the kind of work I do, I suggest you read my posts on LegalSifter’s blog. But some context might also be helpful. … Read More
Yesterday I learned of an opinion—hot off the presses—of the Missouri Court of Appeals, Eastern District, Division One, by Judge Kelly C. Broniec. The case is Pelopidas, LLC v. Keller, No. ED 109395, 2021 WL 3501988 (Mo. Ct. App. 10 Aug. 2021) (PDF here). This opinion concerns Keller’s appeal of a lower court decision interpreting the following sentence from a … Read More
When I joined LegalSifter as chief content officer after having been on my own for fifteen years, I entered a process-driven world. I’m now part of a production line that combines technology and expertise to create software and advice. There’s lots to keep track of, so we’d be lost without our databases. This post is on LegalSifter’s blog. To read … Read More
Thank you to the readers who told me about Omni MedSci v. Apple (Fed. Cir. 2 Aug. 2021) (PDF here). They heard about it from this post on Patently-O. And in this post on IP Draughts, Mark Anderson expresses interest in having me comment on this case. Who am I to disappoint Mark? I’ll leave you to read those posts … Read More
