Contract Drafting for Transactional Attorneys: Every Word Matters

Level: Intermediate
Runtime: 78 minutes
Recorded Date: June 10, 2019
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  • Developing a systematic approach of how to draft contracts (5 minutes)
  • Understanding that contracts are "relationships" and why templates can't be used as "shortcut" to thoughtful drafting (15 minutes)
  • Describing a universal exercise that you can use in every drafting situation no matter what substantive area you're working in (40 minutes)
  • Tips for how to put this exercise into practice notes around how to draft your first contract (20 minutes)
Runtime: 1 hour and 18 minutes
Recorded: June 10, 2019


New lawyers, experienced litigators, and general practitioners with a broad practice may not have had a mentor to teach them a systematic, universal approach to contract drafting. To non-transactional lawyers, contracts may be synonymous with “templates.” However, experienced drafters know that -- while precedential contracts are useful baselines -- drafting a contract well means understanding the context of the transaction: who the parties are, what industries they are in, power dynamics, the regulatory landscape, and the like.

We being this series, Contract Drafting for Beginning Transactional Attorneys, with a simple proposition: “Every word matters.” The statement seems -- at first -- like an obvious truism that when drafting and reviewing an agreement that every word inside of the agreement has a meaning. But we’ll spend an hour dissecting what this statement means, how every word must be looked at in the context of the real world details of the transaction, and how keeping this one sentence in mind when drafting could make or break the next (or first) deal you try to draft. Regardless of industry and regardless of the size of the deal you’re trying to put together, this is a fundamental concept for every attorney attempting to draft an agreement *before* you find a template.

This course is the first part of our series on “Contract Drafting for Beginning Transactional Attorneys.” It can be watched on its own or as part of the series. In addition to the course content described, we will give practice notes for drafting, negotiating, and advising clients and relate the material here to other parts of this series.

This program was recorded on June 10, 2019.

Provided By

New Media Rights


Shaun Spalding

Assistant Director
New Media Rights

Shaun Spalding is Assistant Director of New Media Rights and an IP attorney specializing in digital entertainment transactions and licensing. New Media Rights is a non-profit that represents creators and startups working on educational or innovative projects who may not otherwise be able to afford legal services.

In private practice, Shaun represented a handful of the top-40 most watched and subscribed to Youtube channels in the world.

Shaun is an adjunct professor at California Western School of Law teaching an Internet and Media Law clinical course. Outside of academia, over 10,000 working creators have enrolled in his online courses aimed at teaching legal basics to creatives.

Before practicing law, Shaun worked as a commercial filmmaker producing and directing brand integrations for companies like SWISS Airlines, Sharp Televisions, the Motion Picture Association of America, and Henkel.

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