Writing in Law Practice: Drafting Negotiated Agreements

This class approaches legal drafting as a holistic process that includes negotiating a deal, counseling a client, knowing the relevant law, and mastering the principles of drafting so that an attorney can transform a deal into a document. More specifically, this course focuses on two parallel skills — (1) mastering the drafting principles that are common to all documents, and (2) learning how to draft various types of transactional documents, along with their subcomponents.

Procedurally, each written assignment will be preceded by an in-class role-play where each student will be, alternately, client and counsel. The role-plays constitute the client interview or negotiation that would occur in the real world of document drafting; each student-attorney will then draft a document that memorializes the information received from the student-client or the negotiation.

In terms of the first skill — mastering the drafting principles common to all documents — the course begins at the macro-level with organizational concepts and the importance of concision and precision, then focuses increasingly narrowly on the drafting skills related to syntax, grammar, key terminology, and layout.

In terms of the second skill — learning how to draft specific documents and their subcomponents — students will draft 5 major documents that cover the range of transactional drafting [including a contract, a settlement agreement, an LLC Operating Agreement, and an online consumer agreement], and 7 sub-documents that are components of or precursors to the major documents [including a dispute resolution clause, a force majeure clause, and indemnification clause, and a privacy policy].

Key to Codes in Course Descriptions
P: Prerequisite
C: Prerequisite or Concurrent Requirement
R: Recommended Prior or Concurrent Course