Re: [Czechlist] Legal problem
- Dear Mike,
thanks a lot. Now it is clear.
----- Original Message -----
From: Mike Trittipo
Sent: Tuesday, January 30, 2007 9:02 AM
Subject: Re: [Czechlist] Legal problem
On Jan 30 2007, Jan Culka wrote:
> Dear all, preferably NSs, the following article is a part of an NDA, and
> I am not able to understand it in full. Does it make any sense at all?
Yes. It makes sense. The word "hereto" is flatly wrong both places it
occurs; the first should be "hereby," and the second should be either
"hereby" or "therefore" or possibly "accordingly." Personally, I'd omit
such words entirely if I were drafting it. But that's the only flat-out
The initial "measure fully in money" phrase is a bit unusual; one wonders
whether "injury" and "damages" were conflated in that same sentence; the
final phrase "a court of competent jurisdiction" carries a whiff of
EurEnglish or translatorese; and one questions whether "determine" is
really the verb that was intended in the last sentence. But such editing
concerns aside, the meaning is clear enough.
I'll edit part of it below to produce shorter sentences. The background of
this whole thing is the idea that almost always, money damages are the
standard -- and sufficient -- remedy for a broken promise. An injunction is
not a legal remedy; it is an equitable one -- and it is considered
"extraordinary," not standard or routine. This paragraph is meant to try to
get around these ideas.
"Recipient admits that is impossible to measure fully in money the injury
that may be caused if Recipient breaks his promises. So Recipient gives up
any right ever to argue that Discloser's right to demand money damages
would be enough of a remedy if Recipient were ever to breach. Since the
legal remedy of money wouldn't be enough, Discloser is therefore entitled
to the equitable remedy of an injunction to enforce this deal. But
Discloser is not limited to that remedy alone. Discloser can seek an
injunction without automatically losing any right to other remedies."
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