High-Stakes Drafting Mistakes: Avoiding Errors That Trigger Disputes

Edwin E. Smith
Edwin E. Smith
Morgan, Lewis & Bockius LLP

Edwin E. Smith is a partner in the New York City and Boston offices of Morgan, Lewis & Bockius LLP. He concentrates his practice in general commercial and insolvency law. He has been a member of the teaching faculty at the Morin Center for Banking Law Studies at Boston University Law School, where he has taught secured transactions and transnational lending and trade finance.

Steven O. Weise
Steven O. Weise
Proskauer Rose LLP

Steve Weise is a partner in Proskauer Rose LLP’s corporate department, practicing in its Los Angeles office. He practices a wide range of commercial law. He spends much of his time on matters arising under the Uniform Commercial Code, especially under Article 9 – Secured Transactions. He is a nationally recognized expert in these matters.

Live Video-Broadcast: September 26, 2025

2 hour CLE

Tuition: $195.00
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Program Summary

Contracts are the foundation of business and legal relationships, making precise and strategic drafting essential. This comprehensive CLE program delves into the core principles of contract law, equipping attorneys with the skills needed to draft clear, enforceable, and strategically advantageous agreements. Attendees will explore best practices for structuring contracts, mitigating risks, and ensuring compliance with legal and regulatory requirements. The course covers key provisions, negotiation tactics, common pitfalls, and enforcement strategies, providing practical tools to enhance contract drafting proficiency. Whether drafting simple agreements or complex commercial contracts, this program offers valuable insights for attorneys at all levels.

Key topics to be discussed:

  • Fundamentals of contract law
  • Negotiation strategies and contract formation
  • Online formation of contracts
  • Key contract provisions (including boilerplate) and best practices
  • Legal and regulatory considerations in contract drafting
  • Risk management and avoiding common drafting errors
  • Enforcing and amending contracts

This course is co-sponsored with myLawCLE.

Date / Time: September 26, 2025

  • 2:00 pm – 4:10 pm Eastern
  • 1:00 pm – 3:10 pm Central
  • 12:00 pm – 2:10 pm Mountain
  • 11:00 am – 1:10 pm Pacific

Closed-captioning available

Speakers

Edwin E. Smith | Morgan, Lewis & Bockius LLP

Edwin E. Smith is a partner in the New York City and Boston offices of Morgan, Lewis & Bockius LLP. He concentrates his practice in general commercial and insolvency law. He has been a member of the teaching faculty at the Morin Center for Banking Law Studies at Boston University Law School, where he has taught secured transactions and transnational lending and trade finance. He has also served as a lecturer on secured transactions at Northeastern University Law School of Law, Harvard Law School and Suffolk Law School.

As a Uniform Law Commissioner for the Commonwealth of Massachusetts, he has served as a member of the drafting committees for the 1995 revisions of Article 5 (letters of credit) and the 1999 revisions of Article 9 (secured transactions) of the Uniform Commercial Code and as the chair of the drafting committees that formulated the 2002 amendments to Articles 3 (negotiable instruments) and 4 (bank deposits and collections) of the Uniform Commercial Code, the 2010 amendments to Article 9 (secured transactions) of the Uniform Commercial Code, the 2014 amendments to the Uniform Voidable Transactions Act (formerly the Uniform Fraudulent Transfer Act), and the 2022 amendments to the Uniform Commercial Code addressing emerging technologies.

He has also served on the drafting committees for the Uniform Certificate of Title Act (2005), the Uniform Assignment of Rents Act (2005), the Uniform Manufactured Housing Act (2012), the Uniform Limited Liability Company Protected Series Act (2017), the Uniform Regulation of Virtual-Currency Businesses Act (2017), the Uniform Supplemental Commercial Law for the Uniform Regulation of Virtual-Currency Businesses Act (2018), and the Uniform Special Deposits Act (2023). He is currently serving as a member of the Permanent Editorial Board for the Uniform Commercial Code and just completed serving as chair of the Uniform Law Commission committee that drafted the Uniform Assignment for the Benefit of Creditors Act (2025).

Mr. Smith is a past Chair of the Uniform Commercial Code Committee of the Business Law Section of the American Bar Association and a past member of the Council for the Business Law Section. He also served as a U.S. delegate on the United Nations Convention on the Assignment of Receivables in International Trade and as a U.S. delegate to the United Nations Commission on International Trade Law (UNCITRAL) working group on creating a secured transactions guide for legislation in United Nations member countries. He is a member of the American Law Institute, the National Bankruptcy Conference (for which he serves on the executive committee), the American College of Bankruptcy (for which he served as a member on the board of directors and as chair of the Policy Committee) and the International Insolvency Institute and is a past President of the American College of Commercial Finance Lawyers. He is a graduate of Yale University and Harvard Law School.

 

Steven O. Weise_MyLawCLESteven O. Weise | Proskauer Rose LLP

Steve Weise is a partner in Proskauer Rose LLP’s corporate department, practicing in its Los Angeles office. He practices a wide range of commercial law. He spends much of his time on matters arising under the Uniform Commercial Code, especially under Article 9 – Secured Transactions. He is a nationally recognized expert in these matters. Steve is also authoritative on third-party opinion letters and contract law matters, especially online contracting, plain English drafting, contract drafting, and boilerplate.

Steve is a member of the Permanent Editorial Board for the Uniform Commercial Code and of the Council of the American Law Institute. For thirty years, Steve has been on many Uniform Commercial Code drafting committees, including the comprehensive revision of UCC Article 9 in 1999 and the 2022 UCC Amendments addressing digital assets as collateral. Steve has been a Lecturer in Law at UCLA Law School, where he taught Uniform Commercial Code – Secured Transactions.

Steve was instrumental as an Adviser in the preparation of the recently-completed American Law Institute Restatement of the Law, Consumer Contracts and is active in many other Restatement projects. Steve is the former chair of the American Bar Association’s Section of Business Law and its Legal Opinions Committee. He has been the Reporter for many TriBar Opinions Committee reports on opinions under the UCC and has long been a member of the board of the Working Group on Legal Opinions.

Agenda

I. Fundamentals of contract law | 2:00pm – 2:15pm

II. Negotiation strategies and contract formation | 2:15pm – 2:30pm

III. Online formation of contracts | 2:30pm – 2:45pm

IV. Key contract provisions (including boilerplate) and best practices | 2:45pm – 3:00pm

Break | 3:00pm – 3:10pm

V. Legal and regulatory considerations in contract drafting | 3:10pm – 3:30pm

VI. Risk management and avoiding common drafting errors | 3:30pm – 3:50pm

VII. Enforcing and amending contracts | 3:50pm – 4:10pm

Credits

Alaska

Approved for CLE Credits
2 General

Our programs are CLE-eligible through Alaska’s recognition of multi-jurisdictional reciprocity.
Alabama

Approved for CLE Credits
2 General

Arkansas

Approved for CLE Credits
2 General

Arizona

Approved for CLE Credits
2 General

California

Approved for CLE Credits
2 General

Colorado

Pending CLE Approval
2 General

Connecticut

Approved for CLE Credits
2 General

District of Columbia

No MCLE Required
2 CLE Hour(s)

Delaware

Pending CLE Approval
2 General

Florida

Approved via Attorney Submission
2.5 General Hours

Receive CLE credit in Florida via attorney submission.
Georgia

Approved for CLE Credits
2 General

Hawaii

Approved for CLE Credits
2.4 General

Iowa

Pending CLE Approval
2 General

Idaho

Pending CLE Approval
2 General

Illinois

Approved for CLE Credits
2 General

Indiana

Approved for CLE Credits
2 General

Kansas

Pending CLE Approval
2 Substantive

Kentucky

Pending CLE Approval
2 General

Louisiana

Pending CLE Approval
2 General

Massachusetts

No MCLE Required
2 CLE Hour(s)

Maryland

No MCLE Required
2 CLE Hour(s)

Maine

Pending CLE Approval
2 General

Michigan

No MCLE Required
2 CLE Hour(s)

Minnesota

Approved for Self-Study Credits
2 General

Missouri

Approved for CLE Credits
2.4 General

Mississippi

Pending CLE Approval
2 General

Montana

Pending CLE Approval
2 General

North Carolina

Pending CLE Approval
2 General

North Dakota

Approved for CLE Credits
2 General

Our programs are CLE-eligible through North Dakota’s recognition of multi-jurisdictional reciprocity. Section 1, Policy 1.14
Nebraska

Pending CLE Approval
2 General

myLawCLE reports attendance to Nebraska on each attorney’s behalf for all programs. Please do not self-report.
New Hampshire

Approved for CLE Credits
120 General minutes

As of July 1, 2014, the NHMCLE Board no longer provides pre- or post-approval of courses. Attendees must self-determine whether a program is eligible for credit, and self-report their attendance online at www.nhbar.org, based on qualification provisions of Rule 53.
New Jersey

Approved for CLE Credits
2.4 General

Our programs are CLE-eligible through New Jersey’s recognition of multi-jurisdictional reciprocity, except for the courses required under BCLE Reg. 201:2
New Mexico

Approved for CLE Credits
2 General

Nevada

Approved for CLE Credits
2 General

New York

Approved for CLE Credits
2.4 General

Our programs are CLE-eligible through New York’s Approved Jurisdiction Group “B”.
Ohio

Approved for CLE Credits
2 General

Oklahoma

Pending CLE Approval
2.5 General

Oregon

Pending CLE Approval
2 General

Pennsylvania

Approved for CLE Credits
2 General

Rhode Island

Pending CLE Approval
2.5 General

South Carolina

Pending CLE Approval
2 General

South Dakota

No MCLE Required
2 CLE Hour(s)

Tennessee

Approved for CLE Credits
2 General

Texas

Approved for CLE Credits
2 General

Utah

Pending CLE Approval
2 General

Virginia

Not Eligible
2 General Hours

Vermont

Approved for CLE Credits
2 General

Washington

Approved via Attorney Submission
2 Law & Legal Hours

Receive CLE credit in Washington via attorney submission.
Wisconsin

Pending CLE Approval
2 General

West Virginia

Pending CLE Approval
2.4 General

Wyoming

Pending CLE Approval
2 General

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