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November, 2014
Volume 1, Issue 3
 
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THE BUSKLAW NEWSLETTER
 

 
MANY LAWYERS WRITE CONTRACTS.

I WRITE CONTRACTS IN PLAIN ENGLISH.

I SPECIALIZE IN INFORMATION TECHNOLOGY TRANSACTIONS.

I HAVE OTHER CORPORATE LAW EXPERTISE TOO.
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Chadwick C. Busk
ABOUT CHAD:
 
 For 34 years, as in-house counsel, I handled the legal aspects of all IT deals for a major West Michigan retailer.
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I reviewed, drafted, and negotiated a lot of other contracts too. 

I write contracts in Plain English, i.e., with no legal jargon.
I'm a 1974 Hope College graduate (magna cum laude) and a 1977 graduate of Notre Dame Law School.
I retired from my in-house position in June, 2014, to focus on writing contracts extremely well for the benefit of my corporate clients.  
PLAIN ENGLISH QUOTE OF THE MONTH 
Why I write contracts in plain English................................................: "Improving legalese is actually a high priority because there's so much waste and suffering that results from impenetrable legalese: People don't understand what their rights are because they don't understand a contract or they waste money hiring expensive lawyers to decipher contracts for them. I think there's a high moral value in reducing legalese to the bare minimum." - Steven Pinker, best-selling author, linguist, and cognitive scientist
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HOW TO GET PREVIOUS BUSKLAW NEWSLETTERS:

Interested in BUSKLAW Newsletters from prior months? Here are the links: 

 
Month/Year Topic Link
September 2014 Why Plain English http://eepurl.com/2o_Jv
October 2014 IT SOWs from the Customer’s View http://eepurl.com/4N4v5


 
Focus on:

Master Professional Services Agreements ("MPSAs"):

 

For the November, 2014, issue of this newsletter, we focus on a subject that the parties to an IT transaction involving the vendor's services should carefully consider: the Master Professional Services Agreement ("MPSA"). To discuss important provisions in any MPSA , I prepared the PowerPoint presentation available here.

And because of Microsoft's new MIX technology, I narrated the presentation! To activate my narration, please be sure to click on the speaker icon at the top right of each slide. And you'll need to have the volume turned up on your PC's speakers or headphone.  

The PowerPoint deck includes a discussion of the following:
  • What is a MPSA? Wouldn't a purchase order be OK?
  • Why is it important? Why not just use a purchase order?
  • MPSA typical basic provisions
  • Common legal issues in negotiating an MPSA
  • If you have questions about the presentation
Unlike last month's newsletter about Statements of Work from an IT customer's view, this presentation will be "party neutral," i.e., my comments will apply to both parties to the MPSA unless I specifically say otherwise.  

 

TIP OF THE MONTH ABOUT MPSAs:  

If you are a party to very many MPSAs, consider having a contracts playbook that states your company's preferred and fallback provisions, the latter to apply only when the other side won't agree to your preferred provisions and the business climate demands a well-reasoned alternative. Once created, the playbook should be distributed to everyone involved in the contract drafting and negotiation process, but it should maintained and revised only by your contracts  manager or corporate counsel. And a contracts playbook is an excellent time to incorporate plain English principles in your provisions.  

RANT OF THE MONTH:

USING "DUE TO" INSTEAD OF "BECAUSE OF"

Consider this sentence: "The football game was postponed due to severe weather." The phrase "due to" is used to mean "because of." But is that the correct usage of "due to"? 

The answer is "no." According to Bryan Garner in his Modern American Usage (3rd edition, 2009), "due to" when used to mean "because of" or "owing to" is a Stage 4 error. While not fatal to proper English, it's a bad habit, analogous to putting your elbows on the table at a formal dinner party. Garner cites authorities advising that "due to" is a "graceless phrase, even if used correctly - it should be avoided altogether." 

If you want to use "due to" correctly, use it to mean "attributable to" as in this example: "Notre Dame's successful football season is likely due to the luck of the Irish." 

 

Please visit my website for more articles and more about my areas of expertise. 

Let me know if there are any legal topics related to commercial or IT contracts that you would like me to discuss in future newsletters. 

 

And please consider sharing this newsletter with your colleagues! 

DISCLAIMER AND CONTACT INFORMATION:

Copyright © 2014 BUSKLAW PLC. All rights reserved.


Nothing in this newsletter can be construed to be legal advice or create an attorney-client relationship with the reader. If you would like to find out more about me or my services, please email me or call me at 616-951-3947. 


My email address is: 
busklaw@charter.net

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