lemming

Lemming Law

authoritative retorts to common, pointless legalisms

Conspicuous does not mean ALL CAPS.

American General Finance, Inc. v. Bassett (9th Cir. 2002):

Lawyers who think their caps lock keys are instant “make conspicuous” buttons are deluded.

Typography for Lawyers 1e, page 89:

Don’t assume caps are either necessary or sufficient to satisfy a law requiring “conspicuous” text.

UCC 1-201(b)(10) explicitly mentions easier-to-read alternatives.

Recitals of consideration don’t work.

Reconsidering the Recital of Consideration:

In general, drafters shouldn’t use this kind of recital of consideration or any other—they’re unnecessary.

California Evidence Code 622:

The facts recited in a written instrument are conclusively presumed to be true as between the parties thereto, or their successors in interest; but this rule does not apply to the recital of a consideration. [Emphasis added.]

Redundant digits cause trouble.

A Manual of Style for Contract Drafting 4e 14.9:

[U]sing words and digits is more of a problem than the issue it was intended to fix—digit mistakes.