Drafting Contracts: How and Why Lawyers Do what They Do

A perfect fit for the upper-level legal drafting course, Drafting Contracts: How and Why Lawyers Do What They Do teaches the key practices of contract drafting, with particular emphasis on how to incorporate the business deal into the contract and add value to the client's deal. By providing many solid examples of quality writing, the book helps students to master the basics and to incorporate similar techniques into their own drafting. This text is also appropriate for use in transactional simulation courses, transactional clinics, advanced writing courses, first-year writing courses, first year-contracts courses, and interviewing, negotiating, and counseling courses.

• PART I: introduces the building blocks of contracts and teaches the analytic skill of translating the business deal into contract concepts so that students learn how and why a drafter chooses a specific contract concept
• PART II: sets out the framework of an agreement and works through it from the preamble to the signature lines, discussing the business, legal, and drafting issues that occur in each part of a contract
• PART III: turns to drafting rules for good writing and to techniques for enhancing clarity and avoiding ambiguity
• PART IV: details how to look at the contract from the client's perspective, what does the client want to achieve and what risks does it want to avoid in order to find and resolve business issues
• PART V: shows students how to integrate everything they have learned: how to organize a contract, how to use precedents, and how to review and comment on a contract
• PART VI: addresses ethical issues that arise in drafting
• PART VII: provides additional exercises
• presents a five-prong framework for considering business issues that appear in almost every transaction: money, risk, control, standards, and endgame (Chapter 17, Adding Value to the Deal)
• includes plentiful examples of well-drafted provisions, many based on commercial agreements
• provides exercises for use in or out of class, individually or collaboratively, including contract mark-ups, new drafting, and both combined into a single exercise
• integrates a single fact pattern throughout many exercises in the book, the purchase of a jet by a never-do-well with significant financial problems and varying fact patterns relating to employment relationships and to assignment and delegation provisions.
• accompanied by a Teacher's Manual that includes notes explaining the answers to each exercise and answers to questions that students commonly ask.
• also accompanied by a website that provides all mark-up exercises that can be projected and walked through during class, a template for formatting, and multiple versions of one of the culminating exercises so that professors can use the version best suited to their classes