A manual of style for contract drafting

A Manual of Style for Contract Drafting, Third Edition is a uniquely in-depth survey of the building blocks of contract language. First published in 2004, it offers those who draft, review, negotiate, or interpret contracts an alternative to the dysfunction of traditional contract language and the flawed conventional wisdom that perpetuates it. This manual has become a vital resource throughout the legal profession, in the U.S. and internationally. This manual's focus remains how to express contract terms in prose that is free of the archaisms, redundancies, ambiguities, and other problems that afflict traditional contract language. With exceptional analysis and an unmatched level of practical detail, Adams highlights common sources of confusion and recommends clearer and more concise alternatives. This manual is organized to facilitate easy reference, and it illustrates its analysis with numerous examples. Consult it to save time in drafting and negotiation and to reduce the risk of dispute.

The characteristics of optimal contract language -- The front of the contract -- Categories of contract language -- Layout -- The back of the contract -- Defined terms -- Sources of uncertainty in contract language -- "Reasonable efforts" and its variants -- "Material" and "material adverse change" -- References to time -- Ambiguity of the part versus the whole -- Syntactic ambiguity -- Selected usages -- Numbers and formulas -- Provisions specifying drafting conventions -- Typography -- Drafting as writing -- Amendments -- Letter agreements -- Drafting corporate resolutions.