front cover of The Three and a Half Minute Transaction
The Three and a Half Minute Transaction
Boilerplate and the Limits of Contract Design
Mitu Gulati and Robert E. Scott
University of Chicago Press, 2012

Boilerplate language in contracts tends to stick around long after its origins and purpose have been forgotten. Usually there are no serious repercussions, but sometimes it can cause unexpected problems. Such was the case with the obscure pari passu clause in cross-border sovereign debt contracts, until a novel judicial interpretation rattled international finance by forcing a defaulting sovereign—for one of the first times in the market’s centuries-long history—to repay its foreign creditors. Though neither party wanted this outcome, the vast majority of contracts subsequently issued demonstrate virtually no attempt to clarify the imprecise language of the clause.

Using this case as a launching pad to explore the broader issue of the “stickiness” of contract boilerplate, Mitu Gulati and Robert E. Scott have sifted through more than one thousand sovereign debt contracts and interviewed hundreds of practitioners to show that the problem actually lies in the nature of the modern corporate law firm. The financial pressure on large firms to maintain a high volume of transactions contributes to an array of problems that deter innovation. With the near certainty of massive sovereign debt restructuring in Europe, The Three and a Half Minute Transaction speaks to critical issues facing the industry and has broader implications for contract design that will ensure it remains relevant to our understanding of legal practice long after the debt crisis has subsided.
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front cover of Three to Get Ready
Three to Get Ready
The Education of a White Family in Inner City Schools
Lois M. Stalvey
University of Wisconsin Press, 1996
How do our schools take bright, active, ordinary children, who happen to be poor and black, and turn them into ill-educated and violent delinquents? Lois Stalvey’s book will show you how it is done. In 1962, the Stalveys, a middle-class white family, moved from Omaha to an integrated urban neighborhood in Philadelphia, where the three children enrolled in public schools. For twelve years, Lois Stalvey watched her children and their predominantly African American classmates as both a parent and a volunteer teacher. What she saw was shocking. When her own children misbehaved or had learning problems, they were granted patience and understanding. In contrast, African American children were treated, by both black and white teachers, as naughty, dangerous, obstinate, or stupid. Though more than twenty years have passed since the first publication of this book, the tragedy is that the message Lois Stalvey shares with her readers can only be more important today. “Why bother moving children’s bodies around to achieve integrated education,” she asks, “if, like the children in our school, they cannot escape teachers with segregating eyes?”
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