Definitional Issues
It's good to know that there are some aspects of being a lawyer that sit well with me. For example, I love details. They may drive me nuts sometimes, and I may hate doing the work to get them all correct, but I can argue about minutiae for hours. So I can appreciate the aspect of putting together a deal that involves ensuring that all the minutiae is defined correctly.
Right now, I'm doing some stuff for an aircraft financing deal. Part of my work involves looking at the definitions for the credit agreement. Of course, in this list of definitions is the term "Aircraft." fn1. The definition of aircraft states that it includes "the manuals and technical records" of the aircraft. fn2.
While this seems anal, it's actually a really good idea. You know how whenever you buy a used car, it's so hard to find a seller who actually has the manual and maintenance receipts to sell with the car? You get this car and Daylight Savings Time ends but you have no freaking clue how to change the clock, because you don't have the manual. So you're constantly having to subtract an hour whenever you want to know what time it is. And your passengers have heart attacks because they think you're running really late when in actuality, the clock is just an hour off.
So my point is, it's good that if the lenders ever need to repossess the planes, they'll be able to get the manuals. That way the pilots can know how to correctly set the clock in the cockpit. Not that this will help them get you anywhere on time, but at least then they can tell you just how late you are.
1. When looking at loan agreements, you learn that practically no term is too mundane or obvious to be defined. I'm sometimes surprised that "of" and "the" aren't defined straight out of Webster's Dictionary, just to avoid any confusion. (Surprisingly, a provision stating that "words not defined will be given their typical business or English meaning" isn't even included in the Rules of Construction section. However, the RoC includes the important provision that "words importing the plural shall include the singular and vice versa." I'm telling you, all the bases are covered.)
2. Not surprisingly, "manuals and technical records" is also defined.
Right now, I'm doing some stuff for an aircraft financing deal. Part of my work involves looking at the definitions for the credit agreement. Of course, in this list of definitions is the term "Aircraft." fn1. The definition of aircraft states that it includes "the manuals and technical records" of the aircraft. fn2.
While this seems anal, it's actually a really good idea. You know how whenever you buy a used car, it's so hard to find a seller who actually has the manual and maintenance receipts to sell with the car? You get this car and Daylight Savings Time ends but you have no freaking clue how to change the clock, because you don't have the manual. So you're constantly having to subtract an hour whenever you want to know what time it is. And your passengers have heart attacks because they think you're running really late when in actuality, the clock is just an hour off.
So my point is, it's good that if the lenders ever need to repossess the planes, they'll be able to get the manuals. That way the pilots can know how to correctly set the clock in the cockpit. Not that this will help them get you anywhere on time, but at least then they can tell you just how late you are.
1. When looking at loan agreements, you learn that practically no term is too mundane or obvious to be defined. I'm sometimes surprised that "of" and "the" aren't defined straight out of Webster's Dictionary, just to avoid any confusion. (Surprisingly, a provision stating that "words not defined will be given their typical business or English meaning" isn't even included in the Rules of Construction section. However, the RoC includes the important provision that "words importing the plural shall include the singular and vice versa." I'm telling you, all the bases are covered.)
2. Not surprisingly, "manuals and technical records" is also defined.
posted by N at 3:01 PM
1 Comments:
What did your fortune cookie say? "You were MEANT to be a lawyer." That's what it said. Ah, so true.
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