ACP Contract Drafting & Redlining 2

Question 1

When redlining a contract, what does a strikethrough on existing text signify?

Accepted Answer

Text the reviewer proposes to delete

Answer

Strikethrough formatting indicates language the reviewing party proposes to remove from the agreement.

Question 2

Which contract clause allocates risk between parties for unforeseen events such as natural disasters or pandemics?

Accepted Answer

Force majeure clause

Answer

A force majeure clause excuses performance when extraordinary events beyond a party's control prevent fulfillment of contractual obligations.

Question 3

A 'representations and warranties' section in a contract primarily serves to:

Accepted Answer

State factual assurances each party makes to the other

Answer

Representations and warranties are statements of fact and promises that induce the other party to enter the contract, forming a basis for reliance.

Question 4

In contract drafting, what is the function of a 'recitals' section (also called 'whereas' clauses)?

Accepted Answer

To provide background context and purpose of the agreement

Answer

Recitals provide explanatory background, purpose, and context for the agreement but are generally not operative or binding provisions.

Question 5

Which drafting principle recommends using 'shall' only to impose a duty on a specific party?

Accepted Answer

Bryan Garner's contract drafting guidelines

Answer

Bryan Garner's guidelines recommend 'shall' exclusively for imposing obligations, avoiding its use for conditions, discretion, or predictions.

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