My car is satisfying for my needs, but not particularly powerful. Instead, to say reasonably satisfactorily to Acme would send a clear message to the parties and to any court that the first meaning is intended. To clarify that the latter meaning is intended, the authors generally say satisfactory to Acme at their own discretion (or a variant), but strictly speaking, it does not go in the sense of satisfactory. The following formula is more verbose but explicit: satisfactory to Acme, in which case Acme`s satisfaction depends on whether Acme is actually satisfied (subject to an implied bona fide undertaking), not whether a reasonable person in Acme`s situation would be satisfied. If you say something has to be satisfactory to Acme, the standard could be objective, because it would be met if a reasonable person in Acme`s position were satisfied. Alternatively, it could mean that Acme must indeed be satisfied, subject only to the implied obligation of good faith – the standard is subjective. The result is ambiguity. The courts prefer the first meaning; see 2-5 Corbin on Contracts § 5.33; Williston on contracts § 38:22. The witness did not provide sufficient evidence that the applicant suffered a loss of pleasure. Enough to meet the needs of the case in court This site uses Akismet to reduce spam.
Find out how your comment data is handled. Ken Adams is the main authority when it comes to clearly stating everything you want to say in a contract. He is the author of A Manual of Style for Contract Drafting and offers online and classroom training worldwide. He is also Chief Content Officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to help review contracts. Acceptable; Meet expectations, needs or requirements; adequate, but not exceptionally good.