I’m not going to die in a ditch about it

A ditch in which noone was prepared to die, yesterday.

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The pragmatist’s lament, the main reason there is so much flannel in legal contracts, and the intellectual stance from which grows the anal paradox.

For you are busy, you need to get out the door because it’s your anniversary, or you are keen to enjoy the work-life balance your employer keeps going on about, and the last round of comments include asking you to remove the bold from a full stop^[1], the single insertion: “unless the parties otherwise agree”, or the careful clarification that such prior notice is “not to have retrospective effect”.

You know this is pedantic, oafish, legally ignorant, but — like celery — while it brings no joy, it does no harm. An adversarial conversation with this fellow is likely to end in harsh words or even violence, so you demur: “I’m not going to die in a ditch about it”, you say, by which you mean “I will try to control my animal impulses so you don’t wind up dead in a ditch”, and in that clumsy utterance goes, but only because you think that’s the last you’ll ever hear of it.

Fat chance. In the morning, a new mark-up will arrive, with a plague of “unless the parties agree otherwises” settling like locusts on your elegant prose, for the avoidance of doubt.

References

↑ True Story. Any Legal markup can be situated somewhere on a “utility continuum”, between the deal-killing blockbuster, whereby a legal eagle saves her client from certain ruin, at one end, and guileless frippery, by dint of which she scrapes over her billable threshold for the month, at the other. The median point is, we need hardly say, nearer the fripperous end, but if you venture a few standard deviations past that, you approach an absolute theoretical minimum, beyond which the utility of any legal mark-up is utterly nil. That final, infinitesimal point, past which the thinnest atomic strand of half-hearted value can be no further reduced — the so-called “Biggs constant” — was first isolated in 1997 when, either by deliberate design or happy accident, a gentleman from the in-house team at a leading financial services institution found it while marking up a pricing supplement he had received by fax. From me. Despite the Byzantine complexity of the document, his only comment was a direction to his diligent counsel — yours truly — to remove the bold formatting from a full stop. This he communicated, also by fax, at 2:35 in the morning. In the kind of irony that accompanies so many of the world’s most momentous occasions, it turned out upon inspection that the full stop wasn’t bold in the first place, but was a printed artefact from the low resolution of the fax.

[1] True Story. Any Legal markup can be situated somewhere on a “utility continuum”, between the deal-killing blockbuster, whereby a legal eagle saves her client from certain ruin, at one end, and guileless frippery, by dint of which she scrapes over her billable threshold for the month, at the other. The median point is, we need hardly say, nearer the fripperous end, but if you venture a few standard deviations past that, you approach an absolute theoretical minimum, beyond which the utility of any legal mark-up is utterly nil. That final, infinitesimal point, past which the thinnest atomic strand of half-hearted value can be no further reduced — the so-called “Biggs constant” — was first isolated in 1997 when, either by deliberate design or happy accident, a gentleman from the in-house team at a leading financial services institution found it while marking up a pricing supplement he had received by fax. From me. Despite the Byzantine complexity of the document, his only comment was a direction to his diligent counsel — yours truly — to remove the bold formatting from a full stop. This he communicated, also by fax, at 2:35 in the morning. In the kind of irony that accompanies so many of the world’s most momentous occasions, it turned out upon inspection that the full stop wasn’t bold in the first place, but was a printed artefact from the low resolution of the fax.

[1]

I’m not going to die in a ditch about it

References

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