Modern Contract Language

Inaccurate, redundant, or outdated contract language causes problems. Here are some examples and suggested wording.

Peter Poleacov, Rechtsanwalt (Attorney at Law) and Certified Specialist in International Business Law as well as Commercial and Corporate Law

Peter Poleacov

Certified Specialist in International Business Law Certified Specialist in Commercial & Corporate Law ICC-registered trainer for Incoterms® 2020 Arbitrator (DIS, ICC)

November 14, 2024

Original language

English

Part of the Contract	❌ Don't Do This	✅ Do This
Front	this Agreement	this agreement
Front	generic term "client, provider" etc.	"company name"
Front	the Parties	the parties
Definitions	shall mean	means
Declarations	"company name" hereby states	"company name" states that
Declarations	"company name" represents	"company name" states that
Declarations	"company name" represents and warrants	"company name" states that
Declarations	"company name" hereby acknowledges	"company name" acknowledges
Rights	is entitled to	may
Rights	is authorized to	may
Rights	is permitted	may
Rights	is allowed	may
Rights	reserves the right to	may
Rights	may but is not required to	may
Rights	shall have the right to	may
No Obligations	may refuse	is not required to
Obligations	will	shall
Obligations	agrees to	shall
Prohibitions	shall refrain from	shall not
Prohibitions	must not	shall not
Prohibitions	may not	shall not
Prohibitions	is not entitled to	shall not
Prohibitions	hereby waives the right to	shall not
Conditions	If "company name" shall receive a [notice] ...	If "company name" receives a [notice], it shall promptly notify [other party].
Policies	This agreement shall be governed by [country] law.	This agreement is governed by [country] law.
Policies	This agreement will terminate [date].	This agreement terminates on [date].
Policies	This agreement shall terminate [date].	This agreement terminates on [date].

Table of Contents

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