Common Draft annotated contract form book — understand what’s in your agreements

The Common Draft™ form book project is something I’ve been experimenting with for several years, most recently as course materials for the law school contract drafting course I teach. The intent is (i) to provide a checklist to remind contract drafters and reviewers of some of the issues that they might want to address, and (ii) to provide sample language and commentary.

Here are the chapters I’ve completed so far:

  • Definitions clauses — posted September 7, 2012, with a large number of “standard” definitions such as Affiliate.
  • Confidential Information clauses — a collection of provisions commonly found in confidentiality agreements a.k.a. nondisclosure agreements a.k.a. NDAs. [Revised 2012-09-30]
  • General Provisions — posted August 7, 2012 (with clickable footnotes). This chapter addresses issues such as amendments; assignment of the contract; entire agreement; notices; choice of law and choice of forum; contract-interpretation rules; dispute-prevention and -management procedures; and more.

A PDF of an older working draft containing more provisions, which I provided to my students, is here.

[Originally posted 2012-02-08]

{ 5 comments… read them below or add one }

1 Randall Starks March 9, 2013 at 2:27 pm

As an IACCM member and Houstonian working with Aramco Services Company, I am the Supervisor, of Major Project Contracting. We procure 100s of contracts per year for our selves, our main client the Saudi Arabian Oil Company] and other subsidiaries throughout mostly North America.

I would very much like to get on your list and discuss issues with you.

i can be reached at 713.432.4643 (w) number or by email to randall.starks@aramcoservices.com. Hope to hear from you soon and have a Great Weekend! Randy

2 Randall Starks March 9, 2013 at 2:29 pm

Please subscribe me through this email address.

3 Mireille Lafleur March 13, 2013 at 11:08 pm

Please subscribe me through this e-mail address.

As a Senior Contract Manager/Legal Advisor I support major rails projects in Asia for top companies that are surprisingly under fed when it comes to drafting clear and concise contract clauses (often imposed by clients!).
This is a good initiative, thank you.

Mireille

4 fred vitale March 16, 2013 at 3:37 pm

Hi

I just bought your contract signing E book and downloaded “A PDF of an older working draft containing more provisions” Can you send me the newer version. It was an intersting approach to contract standardization.

Fred Vitale

5 D. C. Toedt March 17, 2013 at 7:39 am

Thanks Fred — there’s not a newer version of the Common Draft e-book. The project is pivoting towards being the IACCM Commercial Contract Protocols. I’ll post something about that on the blog (go to the home page of this site).

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