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About the Book

Contracts and Commercial Transactions

Front Cover - Contracts and Commercial Transactions

David Zarfes
University of Chicago

Michael L. Bloom
University of Chicago

2011. 700 pages. ISBN: 978-0-7355-9819-5. With Teacher's Manual.

About the Book

Combines cases and actual contracts to give the student insight into “real world” transactions and contracts.

Features:

  • Responds to a long-felt need by professors, practitioners, and students alike for law schools to teach practical and transactional skills.
  • Actually executed agreements between sophisticated parties give students exposure to the sort of “real world” agreements they may encounter in practice (either as a litigator or a transactional attorney). 
    • Agreements are lightly edited and are presented as whole documents – unbroken by discussion – to force the student to undergo the exercise of reading and analyzing whole contracts.
    • Focus points (and, in addition, sometimes practitioner comments) prior to each agreement help focus the student’s attention on important concepts.
  • Begins with simplest agreement and iteratively builds on the same lessons to enable students to build familiarity with once seemingly foreign contractual provisions and concepts.
    • Lessons focus on the “building block” provisions (e.g., recitals, representations, warranties, indemnities, limitations of liability, restrictive covenants, liquidated damages, “boilerplate”) typically found in sophisticated contracts, including the judicial treatment of such.
    • Actual agreements act as vehicles for the lessons taught in understanding contracts and their provisions.
    • Chapters on complex agreements (e.g., lending, M&A) included, allowing students to apply previous lessons learned to complex transactions.  Substantive law beyond contract law discussed to the extent relevant to understanding the contract at issue.
  • Practitioner comments from experts in the field provide insight and advice on relevant topics discussed to give a “real world” and practical perspective and to drive home the relevance of these concepts to students.
  • Students must read to write.  Attorneys almost never draft contracts from a blank slate, but from a precedent document.  Similarly, in almost any other arena, authors have read extensively before they have written.  This book teaches students how to read and understand contracts (and to anticipate how a judge may read and understand contracts) so that the student may better draft contracts.
    • Drafting tips are sprinkled throughout the book.
    • The teacher’s manual includes negotiation and drafting exercises.

 

Preface / Sample Chapters