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Lloyd's Maritime and Commercial Law Quarterly

BOOK REVIEW - DRAFTING AND NEGOTIATING COMMERCIAL CONTRACTS, MARK ANDERSON

DRAFTING AND NEGOTIATING COMMERCIAL CONTRACTS, Mark Anderson. Solicitor. Butterworths Commercial Practice Series, London (1997) xxiv and 111 pp., plus 262 pp. Appendices and 6 pp. Index. Hardback £55.
The preface declares that this text is to be the first in a series published by Butterworths and devoted to commercial practice. It is to be hoped that this volume will set the trend for those to follow since it is intensely practical in its advice to contract draftsmen and those seeking to interpret drafted contracts. However, it achieves this aim without neglecting the fundamental principles of law on which the contract is based and which have a direct impact on the process of drafting; for example, the text contains a detailed discussion of exemption clauses in Chapter 6. It is true that on occasions some discussion of current case law trends would be helpful (for example, with regard to the approach to penalty clauses in commercial contracts) but the text does at least alert the reader to matters that can be researched further. Too often, it seems, it is thought sufficient to provide the would-be draftsman with a selection of typical clauses without further explanation of law. It is commendable that the author has not limited himself in this way and, indeed, the book also encompasses matters that commonly arise and need to be considered when negotiating contracts.
There are two immediate difficulties with such a book that spring to mind; the first relates to the title of this series and the fact that the texts are to be concerned with commercial practice and commercial contracts. It would seem essential therefore to explain this exclusion of consumer contracts at the outset and to provide some definitional distinction between commercial and consumer contracts. It is now clear that, as a result of the Unfair Terms in Consumer Contracts Regulations 1994, there is a very real distinction in terms of substantive law applicable to such contracts. In addition, consumer contracts must be drafted in plain and intelligible language, although the author and many practitioners would argue that this ought also to be the approach when drafting commercial contracts. Although there are occasions when the author discusses the

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