“most practitioners take the view that an obligation to use best efforts includes the obligation to make every possible effort, and to use all possible financial resources, to achieve the desired goal.” — Charles M. Fox Copy Share Image
“Which lawyer drafts the contract is often dictated by custom: financing agreements are drafted by lenders’ counsel; acquisition agreements are drafted by purchaser’s counsel;… — Charles M. Fox Copy Share
“Remedial provisions have two elements: a description of the events that give rise to the right to a remedy, and the remedies themselves. As” — Charles M. Fox Copy Share
“The documentation of a business deal is where the worlds of business and law most clearly intersect. The” — Charles M. Fox Copy Share
“The notion that commercial contracts should be written in plain English so as to be understood by people who would never be expected to… — Charles M. Fox Copy Share
“Some people incorrectly assume that a survival clause means that the representations are made or brought down on a continuing basis. This is inconsistent… — Charles M. Fox Copy Share
“the primary goal of drafting: to create an agreement that is precise, simple, consistent and clear—in other words, an agreement that is user-friendly.” — Charles M. Fox Copy Share
“party being asked to make a representation will want to make complete disclosure in order to avoid liability. The” — Charles M. Fox Copy Share
“Material adverse effect" is a standard that is often employed in the softening of contract provisions. It is often used in more than one… — Charles M. Fox Copy Share
“A proviso is a clause that begins with either "provided" or "provided, however.” — Charles M. Fox Copy Share
“Why include conditions precedent at all if there is going to be a simultaneous closing? It is not a necessity, but it does serve… — Charles M. Fox Copy Share
“A well-written contract provision is one that provides no traction for either party or their counsel to argue that something else was intended. In” — Charles M. Fox Copy Share
“Don’t hesitate to use your markup to explain a point as well as to convey it. For” — Charles M. Fox Copy Share
“It is true that too much legal writing is obfuscatory, wordy, dense and stilted. Many lawyers seem to believe that sounding like a lawyer… — Charles M. Fox Copy Share
“Learning is an accretive process: the more one knows, the easier it is to learn, because there are reference points that new information can… — Charles M. Fox Copy Share
