Corporate & Securities Law

Verb Use in the Introductory Clause

By Ken Adams

Yesterday I got a call from a reader inquiring about verb use in my recommended form of introductory clause. I love that kind of inquiry.

More specifically, he pointed to the introductory clause in MSCD sample 1. It begins as follows: This asset purchase agreement is dated May 3, 2008, and is between … He wondered whether it would be more economical to say instead This asset purchase agreement dated May 3, 2008, is between … , thereby eliminating a verb and the word and.

I said that his proposed language made it seem as if the date of the agreement was something established outside of the contract, with the introductory clause simply acknowledging as much. I suggested that my language is more consistent with the parties giving the contract a date. He thought that explanation made sense.

In any event, you want the introductory clause to include a verb. Some drafters do without: This asset purchase agreement dated May 3, 2008, between …

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