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Working with Contracts: What Law School Doesn't Teach You
PLI's Working with Contracts provides you with the practical legal, business, and technical knowledge you need to grasp the nuts and bolts of transactions and draft customized agreements that meet clients' goals. This highly readable, step-by-step handbook enables you to fully understand how contract provisions work and are used to craft effective contracts; adapt relevant and reliable drafting precedents to save time and trouble; avoid drafting errors, omissions, and ambiguities that jeopardize agreements; include and coordinate requirements that ensure contracts are effective; make contracts more user-friendly by inserting widely accepted formal terms; build into contracts the requisite flexibility without compromising precision; review and interpret contracts for due diligence and other business purposes; and master accounting basics and accurately express quantitative ideas in contracts. Working with Contracts features important coverage of contract covenants, breach of covenants, due diligence conditions, organization of the agreement, credit-related provisions, acquisition-related provisions, the integration clause, and indemnification. Periodically updated, Working with What Law School Doesn’t Teach You is a crucial guide for inexperienced transactional lawyers, a useful refresher for experienced transactional lawyers, a handy reference for general practitioners, and an important teaching tool for law firms. Founded in 1933, Practising Law Institute is the nation's foremost provider of continuing legal education. PLI is a leading publisher of authoritative legal references and other information resources and offers more than 300 live and electronic programs nationally. About the Author Charles M. Fox is an attorney, legal skills trainer, and is the founder of Fox Professional Development LLC in White Plains, NY.
- GenresLawBusinessNonfiction
422 pages, Kindle Edition
First published January 1, 2002
153 people are currently reading
382 people want to read
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Displaying 1 - 10 of 10 reviews
February 6, 2015
I acquired this book after law school and began to read it as I was drafting riders and addenda to contracts in my practice. I found some of his points and suggestions to be helpful. Nonetheless, practice still makes perfect, so it takes time to acquire most of the skills that Fox highlights. I would recommend it as a basic reference tool for very general drafting techniques.
February 16, 2022
Honestly, I wish I would have read this sooner. It helps me a great deal in my daily work as an M&A lawyer. For anyone who involves in the process of contract drafting, you may find a lot of useful information and key techniques in order to create a solid commercial contract/agreement.
November 16, 2019
As a non-lawyer, I hope I never have to read a book like this again. If life has any mercy on you, you won’t have to either.
If you do though, this is a good book to choose. It competently describes the structure and necessity of a well written contract towards effective agreements between two parties. It describes appropriate legal language that translate negotiated agreements (probably hard-fought) between counterparts into legal language that is enforceable.
The author knows his clients well. Most business people see contracts and lawyers as a chore and a money vacuum. Reading this book enlightened me about how much more efficient a written contract at the start of a business relationship is than the frequent talks and negotiations that might otherwise take place between two enterprises. Lawyers are probably overpaid but every hour of their time is most likely well spent carefully clarifying the details of final agreements.
The book confused me at certain points, talking about intangibles that lawyers would understand much more readily. It’s not intended for the general publics consumption. That’s really my fault though, for deciding a denser book with more detail would be better than public consumption books that would be easier for the lay person to understand.
On a similar point, the author did comment about the necessity of 'legalese'. He pointed out the absurdity of trying to write contracts for the general public to understand rather than advanced business people and lawyers - the latter being the people actually ever likely to read it. Business people and lawyers could be written to in less words and much less ambiguous ones than you would need if you were writing to the general public. A contract might multiply in pages if you tried to use a grade six level vocabulary to write it with the necessary clarity and unambiguousness a contract would need. Lessons like that are another benefit of the book apart from the aid it is in writing all the standard parts of a contract.
The author describes pitfalls of agreements that parties might fall into. He also describes the discomfort that most people who have tried to negotiate an agreement would know when taking contentious points and putting them in stark, naked, and entirely unambiguous wording. It is hard work! The author makes no bones about that.
I didn't feel comfortable giving a full five stars. That most likely is because the examples and the details of the book lean quite heavily towards asset agreements and concerns of publicly traded companies. This was irrelevant to me and I would suspect it is irrelevant to quite a few, if not the majority of, professionals out there. It might be an unfair criticism but I feel justified to say the examples could have been rounded out a bit better, even if they weren't from the authors own practice and experience.
Of course, law and lawyers are still terribly boring though so for the love of all that is holy, try to avoid ever having to read this book. If you have to though, it’s going to do right by you.
If you do though, this is a good book to choose. It competently describes the structure and necessity of a well written contract towards effective agreements between two parties. It describes appropriate legal language that translate negotiated agreements (probably hard-fought) between counterparts into legal language that is enforceable.
The author knows his clients well. Most business people see contracts and lawyers as a chore and a money vacuum. Reading this book enlightened me about how much more efficient a written contract at the start of a business relationship is than the frequent talks and negotiations that might otherwise take place between two enterprises. Lawyers are probably overpaid but every hour of their time is most likely well spent carefully clarifying the details of final agreements.
The book confused me at certain points, talking about intangibles that lawyers would understand much more readily. It’s not intended for the general publics consumption. That’s really my fault though, for deciding a denser book with more detail would be better than public consumption books that would be easier for the lay person to understand.
On a similar point, the author did comment about the necessity of 'legalese'. He pointed out the absurdity of trying to write contracts for the general public to understand rather than advanced business people and lawyers - the latter being the people actually ever likely to read it. Business people and lawyers could be written to in less words and much less ambiguous ones than you would need if you were writing to the general public. A contract might multiply in pages if you tried to use a grade six level vocabulary to write it with the necessary clarity and unambiguousness a contract would need. Lessons like that are another benefit of the book apart from the aid it is in writing all the standard parts of a contract.
The author describes pitfalls of agreements that parties might fall into. He also describes the discomfort that most people who have tried to negotiate an agreement would know when taking contentious points and putting them in stark, naked, and entirely unambiguous wording. It is hard work! The author makes no bones about that.
I didn't feel comfortable giving a full five stars. That most likely is because the examples and the details of the book lean quite heavily towards asset agreements and concerns of publicly traded companies. This was irrelevant to me and I would suspect it is irrelevant to quite a few, if not the majority of, professionals out there. It might be an unfair criticism but I feel justified to say the examples could have been rounded out a bit better, even if they weren't from the authors own practice and experience.
Of course, law and lawyers are still terribly boring though so for the love of all that is holy, try to avoid ever having to read this book. If you have to though, it’s going to do right by you.
June 14, 2020
I read this book the first time when I worked on my first M&A deal. At that time, I found this book both practical and comprehensive in explaining the business and legal considerations in contract drafting and negotiation in plain English. It is a must-read introductory book for junior lawyers in corporate and transactional practice. On the one hand, it describes a lawyer’s role and functions throughout a deal lifecycle from a top-down perspective. On the other hand, it details the functions, drafting pitfalls, and negotiation key-points of each building block in a contract systematically. Given the nature of the contents covered therein (e.g., reps and warranties, form and formalities), it may be challenging for readers unfamiliar with transactional agreements and asset/stock deals.
I revisited this book three years later. This time, I found this book easier to comprehend and lacking in depth. Nevertheless, it is still a good read, as the book provides a good road map for me to organize the “contract knowledge database” inside my head. I think I will be able to summarize the nitty-gritty of contract drafting as the author does here when I gain more practice experience with various contracts.
I revisited this book three years later. This time, I found this book easier to comprehend and lacking in depth. Nevertheless, it is still a good read, as the book provides a good road map for me to organize the “contract knowledge database” inside my head. I think I will be able to summarize the nitty-gritty of contract drafting as the author does here when I gain more practice experience with various contracts.
May 21, 2021
Any entry-level transactional lawyer would find this book incredibly helpful and insightful. It explains the mechanics of transactions like no other law school book. That said, anyone outside said category might find it useful, but not necessarily essential.
December 13, 2017
This book is one of the best in the field. It explains in plain english the nitty gritty legal staff which is really necessary to know by heart to any entrepreneur and business person.
August 20, 2019
Good, but a little bit too basic.
December 8, 2022
Extremely helpful and highly recommended to everyone who aspires to be a transactional lawyer.
September 20, 2015
My first year of law school didn't give me any idea what transactional work is like, so I read this book to fill that hole. It did exactly what I needed it to do. I now have a sense of what this kind of legal work is like. The book is accessible and well-written. I wouldn't recommend it for just anybody, but if you, like me, would like to know what your first year of law school didn't teach you, this is a good place to start.
October 3, 2015
Good to know which areas lawyers look at and have a watertight contract that works for the customer...
Displaying 1 - 10 of 10 reviews