Corporate & Securities Law

?In Accordance With? and ?According To?

By Ken Adams

Reader Doug asked me about the difference, if any, between in accordance with and according to.

Garner’s Modern American Usage says that according to means (1) “depending on”; (2) “as explained or reported by (a person)”; or (3) “in accordance with.” It’s used relatively often in contracts to convey the last of these meanings, as in “This agreement is governed by and construed according to the laws of the state of Minnesota.” According to occurs in 240 contracts filed on the SEC’s EDGAR system in the past week.

By contrast, in accordance with doesn’t have alternative meanings. That’s why I use in accordance with instead of according to?readers have an easier time of it if they don’t have to select among alternative meanings, even if they can do so in a fraction of a second.

For what it’s worth, most drafters agree with me: in accordance with occurs in 990 contracts filed on the SEC’s EDGAR system in the past week.

Full post as published by AdamsDrafting on February 14, 2009 (boomark / email).