Amendment agreement

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For a sober article about the law relating to contractual variation, see amendment.

What is it about amendment agreements that throws our legal colleagues into such a metaphysical loop? We have an agreement, and we have decided to amend it. All agree it is for the best that we write this down.

Let the lexical contortions commence. From our colleagues in ISDA’s crack drafting squad™. Compare the following and guess which hails from Ed Wood Jr.s’ 1952 classic Plan 9 From Outer Space[1] and which is in a standard form ISDA amendment:

1. Effectiveness of this Amendment
(a) The Annex is amended in accordance with the amendments set forth in this Amendment. References to the Annex will be to the Annex, as amended by this Amendment.
(b) These amendments will become effective on the Effective Date, notwithstanding that this Amendment may have been executed before such date.

2. The Future
(a) Greetings, my friend. We are all interested in the future, for that is where you and I are going to spend the rest of our lives.
(b) And remember, my friend: future events such as these will affect you in the future.

Makes you glad to be alive, doesn’t it? Let’s now say we need to amend and restate this amendment. What to do? Can we help ourselves go to town here? No, dear readers, we cannot.

Effectiveness of this amendment to this Amendment
(a) The amended Annex is amended in accordance with the amendments set forth in this amended Amendment the “Amended Amendment”). References to the annexed Annex will be to the annexed Annex, as amended by this Amended Amendment.
(b) These annexed amended amendments as annexed hereto and amended hereby will become effective on the amended Effective Date, notwithstanding that this Amended Amendment may have been amended, annexed and, as the case may be, or executed before such annexed amending amendment date (the “Amendment Amendment Date).

References

See also

  1. By common consent the worst — i.e. best — movie ever made.