A great deal of the dispute in contract negotiations is about the terms of the agreement. And yet, inconsistencies and imprecision in how even agreed upon concepts are expressed in a contract can cause tremendous and potentially costly conflicts. Honing your contract-drafting skills is thereby essential to any attorney who deals with transactions. This CLE course is designed to explain the essential, but often overlooked principles in drafting, analyzing and interpreting contracts. As opposed to other courses in contract drafting, this course will focus on how concepts are expressed in a contract rather than the substance of the concepts themselves.

The course will include:

• the importance of language in contracts
• contract language categories such as language of performance, obligations, prohibitions, discretionary language, representations, acknowledgments, and language of policy
• the distinction between shall, will, and must
• conditional language
• language of exception and subordination
• the concept of deemed
• references to time
• ambiguities associated with and, or, and and/or
• legal archaisms