The Language of Contracts: A Handbook of Drafting Techniques

How can a drafter of English Law contracts insulate their contracts from the risk of an embarrassing and expensive dispute?

This book equips drafters of English law contracts with the tools to achieve just this. It teaches the drafter how to be clear at every level: to choose a logical structure, to make clear how the provisions work coherently alongside one another and to choose contractual language that makes the meaning so clear that no party could be tempted to argue that it means something else. Besides teaching technical drafting expertise, this book helps the drafter peer into an essentially unknowable future, and ensure that their contracts operate resiliently when the unexpected happens.

It analyses how judges apply the principles of English law to the interpretation of contracts, especially those principles in the many contract dispute cases that reach the courts every year.

The book answers such questions as:

• What are the most common drafting traps, and how can drafters avoid falling into them?
• How can drafters eliminate uncertainties as to how different provisions work together, so that the contract works coherently as a whole?
• What questions should drafters ask themselves to make sure their contracts cover all the ground they need to?

This book distils the modern case law, and the rules of English grammar, into a checklist of recommendations for the busy practising drafter.

Contents:

1. Process, Architecture and Structure
2. Recording the Commercial Background
3. Enforceability: Binding or Non-binding?
4. Definitions
5. Formulae and Lists
6. Basic Verbs
7. Grammar
8. 'And' and 'Or'
9. Conditions
10. Negatives
11. The Right Words
12. What Prevails?
13. 'What If?' Questions