OakBridge's Contract Drafting: Tips & Tricks - Bhumesh Verma - 1st Edition 2023
| Author : | Bhumesh Verma |
|---|
| A short, practical book on the craft of contract drafting by Bhumesh Verma, corporate lawyer and author of the Practical Guide to Drafting Commercial Contracts. Rather than supplying model agreements to be copied, it works through the drafting problems that recur in practice and shows better formulations: plain language in place of legalese, the logical structure and numbering of an agreement, the proper use and common failures of definitions, the sources of ambiguity from "and/or" to uncertain time periods, the correct use of shall, will, must and may, the distinction between representations, warranties and covenants and why it governs the remedy, conditions precedent and closing mechanics, indemnities and limitation of liability with caps and carve-outs, termination for cause and for convenience with surviving obligations, the boilerplate clauses that go wrong when copied unread, governing law and arbitration clauses, confidentiality and restrictive covenants, and the review and markup of a draft received from the other side. Written for the lawyer who must produce a document a client, a counterparty and ultimately a judge can read. 1st Edition 2023, 174 pages, OakBridge Publishing. |
174
English
1st Edition, 2023
Tags: Contract Law, Drafting, Pleading and Conveyancing, Contract Drafting, Legal Drafting
Contract Drafting: Tips & Tricks by Bhumesh Verma, published by OakBridge Publishing, is a short, practical book about the craft of writing contracts. First Edition, 2023, 174 pages.
Contract drafting is taught almost nowhere and learned almost everywhere by imitation — a junior copies the firm's precedent, which was copied from the previous precedent, and nobody is quite sure why clause 14.3 is worded the way it is. The result is a profession in which a great many lawyers produce documents that are legally valid and commercially careless: ambiguous where they should be precise, verbose where brevity would protect the client, silent on the contingency that actually arises.
This book addresses that directly, and it does so by example. It takes the drafting problems that recur — the ones a reviewer sees in agreement after agreement — shows what is wrong with the usual formulation, and offers a better one. The emphasis throughout is on clear, concise language and on a document that a client, a counterparty and eventually a judge can read without decoding it.
Bhumesh Verma is a corporate lawyer with a long record of writing and teaching on contract drafting, and the author of OakBridge's Practical Guide to Drafting Commercial Contracts. This is the shorter, more informal companion to that work: tips and tricks rather than a treatise.
Key Features
- Practical, example-led treatment — common drafting problems shown, with workable solutions rather than abstract advice.
- Focused on clear and concise language, and on the discipline of saying exactly what is meant.
- Reader-friendly format — short, self-contained pieces that can be read a few at a time.
- Written for both sides of the desk — those drafting an agreement and those reviewing and negotiating one.
- By Bhumesh Verma, author of the Practical Guide to Drafting Commercial Contracts.
- 174 pages, paperback — short enough to be read through, and priced accordingly.
- 1st Edition, 2023, from OakBridge Publishing.
Coverage
- The purpose of a contract — what the document is actually for, and why "legally valid" is a floor rather than a standard.
- Plain language in drafting — cutting legalese, archaic formulations and surplus words without losing precision.
- Structure and organisation — the logical order of an agreement, numbering, cross-references and the use of schedules and annexures.
- Definitions — when to define a term, how to define it, and the common errors of circular, unused and inconsistent definitions.
- Ambiguity — the sources of it, including "and/or", misplaced modifiers, undefined time periods and uncertain antecedents.
- Obligations, rights and discretions — the correct use of "shall", "will", "must" and "may", and the problems each creates.
- Representations, warranties and covenants — the distinction and why it matters to the remedy.
- Conditions precedent and subsequent, and the drafting of closing mechanics.
- Indemnities and limitation of liability — caps, carve-outs, and the interaction with damages.
- Termination — for cause, for convenience, cure periods, and the consequences that should survive.
- Boilerplate taken seriously — entire agreement, severability, assignment, notices, waiver, amendment and force majeure, and what goes wrong when they are copied unread.
- Governing law, jurisdiction and dispute resolution, and the drafting of an arbitration clause that works.
- Confidentiality, non-compete and non-solicitation provisions.
- Reviewing and negotiating a draft received from the other side, and the markup.
- Proofreading and consistency checks before a document goes out.
Who Should Buy This Book?
- Junior advocates and associates in corporate and commercial practice — the readership this book is really written for.
- In-house counsel and legal teams reviewing contracts at volume.
- Law students on drafting, contract and clinical courses, and participants in drafting competitions.
- Company secretaries, chartered accountants and finance professionals who negotiate or review agreements.
- Entrepreneurs, founders and business managers who sign contracts without a lawyer in the room.
- Procurement, sales and commercial teams working with standard forms.
- Senior lawyers training juniors — a usable text to hand to a new associate.
- Law college libraries and corporate legal departments.
Why Choose This Book?
Most books on contract drafting in India are precedent collections: hundreds of pages of model agreements to be adapted. Those are useful, but they teach by supplying answers rather than by explaining the reasoning, and a reader who adapts a precedent without understanding it has simply inherited someone else's mistakes. This is the other kind of book — it is about the craft, and it is short enough that a busy practitioner will actually finish it.
Its particular strength is that it is written from the reviewing side. The problems it identifies are the ones that turn up repeatedly in drafts crossing a senior lawyer's desk, which means a reader is being warned about the errors they are statistically most likely to be making. For a junior lawyer, an in-house counsel or a founder reading their own agreements, 174 pages of that is worth a great deal more than another volume of precedents.









