Do you suffer from page fright? When you're drafting a legal document for the first time, having an example (or "form") to go by can alleviate writer's block. Of course, you will have to edit any forms to reflect the specifics of your client's case or transaction, but starting with a form can save you time and help you avoid mistakes and omissions.
Last week, we highlighted the SEC's EDGAR (Electronic Data Gathering, Analysis, and Retrieval) system as a notable source of information about publicly traded companies. Did you know that EDGAR is also a goldmine of forms for transactional drafting? Issuers are required to file "material contracts" as exhibits to their EDGAR filings, and you can repurpose those agreements as sample documents when you are drafting. (When agreements from completed transactions as used as forms, they are often called "precedents.")
If you have a specific precedent in mind, the SEC's Company Filings search is a free, increasingly user-friendly way to find it. You can easily search by the company's name or better still, its ticker symbol, and then limit your results to the relevant filing type. Material agreements are always found at Exhibit 10 to registration statements, like S-1s, and periodic reports, like 10-Qs. So it's pretty straightforward to find, say, the CEO of Zoom's most recent employment agreement. (Review the SEC’s Quick EDGAR Tutorial for additional search tips.)
If you are still looking for a good form, try to find a precedent that matches the specifics of your transaction as closely as possible. For this research task, you need a tool that gives you more control over your search criteria, and a fee-based source like Bloomberg Law's Transactional Intelligence Center or Westlaw's Business Law Center will do the trick. Both services allow you to limit EDGAR exhibit searches by criteria like document type, industry, and governing law.
For sophisticated transactions, you might need a bit more help to find exactly the right form. Bloomberg's Example Searches and Westlaw's BLC Research Library will construct complex terms & connectors searches for you and will show you exactly what search is running in the EDGAR exhibits. (For researchers, that transparency is a refreshing change from opaque natural language search algorithms.) Bloomberg lets you modify these pre-formatted searches if desired, and both services offer post-search filters to refine your results.
Want to learn more about using forms and other practice tools? For law students, this week's Duke Law summer Legal Research Bootcamp covers transactional forms and checklists. Everyone is welcome to check out the Goodson Law Library's research guides on Legal Forms, Transactional Resources, and Securities Law.
--Laura Scott, Research Services Librarian
Last week, we highlighted the SEC's EDGAR (Electronic Data Gathering, Analysis, and Retrieval) system as a notable source of information about publicly traded companies. Did you know that EDGAR is also a goldmine of forms for transactional drafting? Issuers are required to file "material contracts" as exhibits to their EDGAR filings, and you can repurpose those agreements as sample documents when you are drafting. (When agreements from completed transactions as used as forms, they are often called "precedents.")
If you have a specific precedent in mind, the SEC's Company Filings search is a free, increasingly user-friendly way to find it. You can easily search by the company's name or better still, its ticker symbol, and then limit your results to the relevant filing type. Material agreements are always found at Exhibit 10 to registration statements, like S-1s, and periodic reports, like 10-Qs. So it's pretty straightforward to find, say, the CEO of Zoom's most recent employment agreement. (Review the SEC’s Quick EDGAR Tutorial for additional search tips.)
If you are still looking for a good form, try to find a precedent that matches the specifics of your transaction as closely as possible. For this research task, you need a tool that gives you more control over your search criteria, and a fee-based source like Bloomberg Law's Transactional Intelligence Center or Westlaw's Business Law Center will do the trick. Both services allow you to limit EDGAR exhibit searches by criteria like document type, industry, and governing law.
For sophisticated transactions, you might need a bit more help to find exactly the right form. Bloomberg's Example Searches and Westlaw's BLC Research Library will construct complex terms & connectors searches for you and will show you exactly what search is running in the EDGAR exhibits. (For researchers, that transparency is a refreshing change from opaque natural language search algorithms.) Bloomberg lets you modify these pre-formatted searches if desired, and both services offer post-search filters to refine your results.
Want to learn more about using forms and other practice tools? For law students, this week's Duke Law summer Legal Research Bootcamp covers transactional forms and checklists. Everyone is welcome to check out the Goodson Law Library's research guides on Legal Forms, Transactional Resources, and Securities Law.
--Laura Scott, Research Services Librarian