Monday, December 17, 2012

Why Should Attorneys Care About the Metric System?

A favorite podcast of mine recently explored the question "Why isn’t the U.S. on the metric system?" After a lengthy discussion of the history of the metric system (with frequent references to Napoleon and Thomas Jefferson), the hosts brought up the key reason we have uniform systems of measurement: commerce. If you're buying or trading X amount of something, you want to be certain you truly know what you are getting. A "ton" of carrots may be a short ton to one person (2,000 pounds) or a long ton (2,240 pounds) to another.

So why should attorneys care about the variety of measurements out there?

If you are responsible for drafting a contract, it may not be just the legal terms you're concerned with. Sure, limitations of liability, indemnifications, and warranties are the trifecta of legal issues in a contract, but mistake of fact is certainly a legal issue you should consider, particularly if your client is contracting with someone in another country. (Who doesn't remember Frigaliment from 1L Contracts?)

One way to assure all parties are on the same page when drafting key terms is to incorporate by reference an external source, or simply add defined terms to your agreement. For example, parties could make reference to a publication by the Weights and Measures Division of the National Institute of Standards and Technology (NIST), an agency of the U.S. Department of Commerce.

Similarly, there are a number of texts for just this purpose in the OSU libraries, and here are a couple of examples: