at the heart of the matter reading contracts and dealing with.pdfVIP

AT THE HEART OF THE MATTER : READING CONTRACTS AND DEALING WITH RISK TINA L. STARK Today, I’m going to speak about how to teach students to read contracts. Firms and law schools have typically mangled this issue in four ways.  Sink or swim.  Comp Lit.  The walk-through.  Read all about it. Sink or swim is a time-honored, legal, form of torture that generations of lawyers have endured, probably dating back to Blackstone. It isn’t pretty. Only the strong survive. Comp Lit is another technique to teach lawyers to read contracts. Here a senior lawyer shows a junior lawyer two similar business provisions and distinguishes them. This differentiation helps the junior lawyer understand the particular substantive provision, but does little to advance the general goal of learning to read a contract. It provides no guidance on how to apply what has been learned to another, as yet unread provision or contract. Comp Lit has its place. Once a student has learned to read a contract, understanding the idiosyncrasies and subtleties of a specific business provision can be of salient concern. But it is of less help when a student is a novice. The walk-through is particularly popular at firms during the first week of associate training, especially if a firm is performing a core dump instead of real training. Partners generally use an acquisition agreement as an exemplar and dissect it section by section. These training sessions give both too much and too little information. They provide more detail than the junior lawyers can digest and an inadequate foundation to contextualize the information in a user-friendly way. Read all about it, the final method, is my favorite