With respect to: Difference between revisions
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:''{{GMSLA 2010 Income}}'' | :''{{GMSLA 2010 Income}}'' | ||
Here, the drafting should say " [[interest]], [[dividend]]s or other distributions ''of any kind whatsoever''<ref>Actually, in the [[JC]]'s view this is also unintentially wide and really ought to be “...or other ''similar'' distributions”. See {{gmslaprov|Income}} for more [[tedious]] discussion on this fascinating topic.</ref> paid under the {{gmslaprov|Securities}} or {{gmslaprov|Collateral}}. | Here, the drafting should say " [[interest]], [[dividend]]s or other distributions ''of any kind whatsoever''<ref>Actually, in the [[JC]]'s view this is also unintentially wide and really ought to be “...or other ''similar'' distributions”. See {{gmslaprov|Income}} for more [[tedious]] discussion on this fascinating topic.</ref> paid '''[[under]]''' the {{gmslaprov|Securities}} or {{gmslaprov|Collateral}}. | ||
Distributions paid with respect to the {{gmslaprov|Securities}} could include amounts paid by unreleted third parties that reference the {{gmslaprov|Securities}}: you know, like [[derivative]] payments. Payments that could be levered, or modified, but none theless paid by reference to the shares themselves. So that would be bad. | |||
{{sa}} | |||
*[[Governing law]] | |||
*{{gmsla}} | |||
*{{gmslaprov|Income}} | |||
*[[Preposition]] | |||
{{ref}} | |||
Revision as of 08:48, 15 June 2019
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Towards more picturesque speech™
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“With respect to” (aka “in respect of”) A prepositional phrase, like “in relation to” or “in connection with” that puts two things loosely in connection with each other, without implying a causal link between them. It’s — literally — a metapreposition. Very meta.
A good one to use if your natural fear of your own language cautions you against stronger prepositions, that do imply a causal link, like “in”, “under”, “arising out of” or “from”, lest you should have missed something.
The classic formulation is found in the standard Rome II-compliant governing law clause: “In the event of a dispute arising out of or in relation to this contract, including any question regarding its existence, validity or termination ...”
This captures not just disputes in contract under this agreement, but disputes that might arise as to the formation of this agreement (pre-contractual misrepresentations, for example — whcih as a matter of logic predate the contract, and therefore cannot arise under it), and disputes about actions, while performed under a contract, might all the same sound in tort (should there be found to be concurrent liability — a remote contingency, to be sure, but our sacred duty is to obsess about remote contingencies, remember?).
Careful about being too trigger-happy about loose prepositional phrases like this. There is a howler in the definition of income in the 2010 GMSLA.
- Income means any interest, dividends or other distributions of any kind whatsoever with respect to any Securities or Collateral;
Here, the drafting should say " interest, dividends or other distributions of any kind whatsoever[1] paid under the Securities or Collateral.
Distributions paid with respect to the Securities could include amounts paid by unreleted third parties that reference the Securities: you know, like derivative payments. Payments that could be levered, or modified, but none theless paid by reference to the shares themselves. So that would be bad.