April 2022

Around this time last year, Disney, owner of the Star Wars franchise, announced via Twitter that we should all celebrate May 4th as “Star Wars Day” by tweeting our favorite Star Wars memories using #maythe4th — with tweets powered by Disney Legal (emphasis added):

Celebrate the Saga! Reply with your favorite #StarWars memory and you may see it somewhere special on #MayThe4th.

By sharing your message with us using #MayThe4th, you agree to our use of the message and your account name in all media and our terms of use here: http://disneytermsofuse.com.

A surprising number of agreements negotiated by the most sophisticated counsel in the transactional bar contain ambiguous terms simply because the use of such terms is considered market. ....
 
This is not necessarily because deal lawyers do not understand that they are doing this: many times deal dynamics simply do not permit the correction of these ambiguities. But there are other less appealing theories explaining the "herd" mentality of many within the transactional bar, as well as the resulting tendency of many transactional lawyers to become document processors rather than contract draftpersons.