“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 Image
“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 Image
“The documentation of a business deal is where the worlds of business and law most clearly intersect. The” — Charles M. Fox Copy Share Image
“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 Image
“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 Image
“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 Image
“party being asked to make a representation will want to make complete disclosure in order to avoid liability. The” — Charles M. Fox Copy Share Image
“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 Image
“A proviso is a clause that begins with either "provided" or "provided, however.” — Charles M. Fox Copy Share Image
“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 Image
“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 Image
