For data nerds, recent years have seen relentless progress. More! Better! Cheaper! But that’s not the case for one subgroup—contract nerds.
Many moons ago (2006), I wrote here about word-searching exhibit 10 filings on the U.S. Securities and Exchange Commission’s EDGAR system. The SEC requires that companies file their “material contracts” on EDGAR using the “exhibit 10” designation. So exhibit 10 filings represent a vast database that I would mine to see how frequently a given usage appears, or how a particular issue is handled.
It used to be very easy to use Lexis to search exhibit 10 filings, as Lexis had a separate library for exhibit 10 filings. And I could use an “allcaps” search to find particular kinds of contracts, as that kind of search would capture contract titles.
But with the switch to Lexis Advance, that infrastructure has been dispensed with. Now, Lexis allows you only to search all EDGAR filings as one undifferentiated mass, via the service EDGAR Online. That’s of no use. (I checked directly with EDGAR Online, but they don’t allow exhibit 10 searches either.)
WestlawNext at least allows you to search “Sample Agreements” or one of a dozen or so subgroups, all culled from EDGAR. But “Sample Agreements” searches retrieve not just contracts but also organizational documents and financial information. And contracts from other exhibits, not just exhibit 10, are included. So searches contain more irrelevant results and can’t reliably be used to compare the relative popularity of different usages. And it’s harder than it used to be to find particular kinds of contracts.
Another drawback with WestlawNext is that unless you get it as a teaching perk, it’s not free.
In this 2013 post I wrote about the free service LawInsider.com. As things stand, it might be that besides being free, LawInsider.com offers a quicker way to retrieve examples of particular kinds of contracts, in that it offers a more comprehensive classification than does WestlawNext. But the word-search function isn’t as sophisticated as what WestlawNext offers, so I’ll stick with WestlawNext for purposes of exploring how contracts use particular usages. But EDGAR searches ain’t what they used to be.
I invite Preston Clark (@lawinsider) to let us know of the current state of play of LawInsider.com. And if anyone knows of a way to search only exhibit 10 filings, please let me know.
About the author
Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.