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Disclaimer: Difference between revisions
→Nosferatu, or the unsaid
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Lawyers have a primal fear of the unsaid. They see it as not a dark, formless void but an uncharted black ocean stretching to a distant horizon, teeming with whirlpools, leviathans, madmen and [[little old ladies]]; a brain-addling cosmos of unfathomable dimension: brimming with implied covenants, constructive knowledge, unarticulated warranties, unspoken waivers, ineffable courses of prior dealing, [[deemed]] joint ventures, [[fiduciary duty|fiduciary duties]]; shot through with open-ended equitable indemnities<ref>NB: I made this up for satirical purposes, but as ever, fact is stranger that fiction. [http://vondranlegal.com/what-is-definition-of-equitable-idemnity/ Californian law recognises an equitable indemnity].</ref> for any kind of stupidity in which your counterparty might, while carrying out its end of your bargain, indulge. | Lawyers have a primal fear of the unsaid. They see it as not a dark, formless void but an uncharted black ocean stretching to a distant horizon, teeming with whirlpools, leviathans, madmen and [[little old ladies]]; a brain-addling cosmos of unfathomable dimension: brimming with implied covenants, constructive knowledge, unarticulated warranties, unspoken waivers, ineffable courses of prior dealing, [[deemed]] joint ventures, [[fiduciary duty|fiduciary duties]]; shot through with open-ended equitable indemnities<ref>NB: I made this up for satirical purposes, but as ever, fact is stranger that fiction. [http://vondranlegal.com/what-is-definition-of-equitable-idemnity/ Californian law recognises an equitable indemnity].</ref> for any kind of stupidity in which your counterparty might, while carrying out its end of your bargain, indulge. | ||
Any of these forensic succubi may spark and crackle afire without warning should your [[incantation|magic incantations]] not ward them off. Just as vampire hunters have their amulets, wooden stakes, potions of garlic and vials of holy water, we lawyers have our | Any of these forensic succubi may spark and crackle afire without warning should your [[incantation|magic incantations]] not ward them off. Just as vampire hunters have their amulets, wooden stakes, potions of garlic and vials of holy water, we lawyers have our [[disclaimer]]s: they are our shield and sword, universally effective against this terrifying void of nothingness. The safest way, so the thinking goes, to ensure something is ''not'' on the record is, fairly and squarely, to put it there, in terms as unequivocal, comprehensive and impenetrable as you can make them. | ||
Thus, a [[disclaimer]] fills this unspoken septic hinterland with calming doggerel intended to dampen, insulate and inoculate those empty spaces like polystyrene chips in a mail-order carton. | Thus, a [[disclaimer]] fills this unspoken septic hinterland with calming doggerel intended to dampen, insulate and inoculate those empty spaces, like so many polystyrene chips in a mail-order carton. | ||
Volume is a premium. In penning a disclaimer a lawyer must spurn whatever commitment {{sex|he}} has<ref>it is usually salutary and insincere</ref> to brevity. He must be stuff his prose with passives, redundancies, jargon and double negatives. He must repeat himself, repeat himself again and, [[for the avoidance of doubt]], repeat himself. The less he says and the more elaborate the constructions he uses to say it, the better. | Volume is a premium. In penning a disclaimer a lawyer must spurn whatever commitment {{sex|he}} has<ref>it is usually salutary and insincere</ref> to brevity. He must be stuff his prose with passives, redundancies, jargon and double negatives. He must repeat himself, repeat himself again and, [[for the avoidance of doubt]], repeat himself. The less he says and the more elaborate the constructions he uses to say it, the better. | ||