Draft agreements quickly – without that one-size-fits-all aftertaste

December 17, 2010

Q&A logoQ: I am drafting a licensing agreement for a software developer. I keep hearing that one of the most important clauses in such an agreement is the arbitration provision in the event of a dispute. I don’t want to reinvent the wheel by drafting a provision from scratch – yet I want to avoid copying a one-size-fits-all provision from a practice guide. Is there anything else I can do?

A: It might help to view a wide range of common provisions dealing with the same subject matter and cherry-pick the language that best fits your transaction.

One resource to try is the recently released Eckstrom’s Licensing in Foreign and Domestic Operations Model Clauses database (ECK-CLAUS). ECK-CLAUS contains the full text of Eckstrom’s Licensing in Foreign and Domestic Operations: Model Clauses, which contains many types of clauses, with a large number of clauses of each type. (The chapter of arbitration clauses contains more than 50 documents.)

A clause document may contain a link to a form in Rich Text Format (RTF) that is uncluttered by headers and footers, links, copyright information, or other design elements so you can get right to work on substantive edits.

You can search ECK-CLAUS using the Terms and Connectors or Natural Language search method, though the Table of Contents offers the easiest way to browse the contents and retrieve relevant sections.