Paul Jacobson

Anyone who is familiar with a commercial agreement has seen a “non-variation” clause.  It usually looks something like this:

No addition to, variation, or agreed cancellation of this agreement or any of the annexures hereto shall be of any force or effect unless in writing and signed by or on behalf of the parties.

This clause is often accompanied by clauses that exclude any terms other than those contained in the agreement itself, among others.  Another name for this clause is a “Shifren clause”, named after the case of S A Sentrale Ko-op Graanmpy Bpk v Shifren decided by the then Appellate Division (now called the Supreme Court of Appeal) where the Court held that such a clause does, indeed, protect the agreement from amendment where that amendment is not permitted by the clause.

What many people don’t realise is that although such a clause protects the agreement from casual amendments, the clause itself must also be protected to prevent an indirect amendment of the agreement.  Achieving this additional measure of protection is very simple, simply amend your “non-variation clause” by including the clause itself in the scope of protection afforded by the clause to the rest of the agreement.

If your clause does not protect itself, it is possible for the agreement to be amended in a manner not permitted by the clause.  This would occur through an amendment of the “non-variation” clause and, in turn, an amendment of the rest of the agreement.  One of the leading authorities on the law of contract, Professor R H Christie, wrote in his book The Law of Contract in South Africa (4th edition), at page 520, that a “non-variation clause that does not entrench itself against variation may itself be cancelled or varied by express agreement, and this agreement may be informal“.

The bottom line: check your contracts and make sure you are not open to what could become a very surprising and potentially devastating attack.

Technorati Tags: non-variation clause, r h christie, the law of contract

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I’ve done a little research on the Web and it seems to me that there are two main options for broadcasting stuff on my iPod through my car radio while I am driving.  The one is the Monster iCarplay Wireless and the other is the Griffin iTrip.  Has anyone has experience with either (or even comparative experience) using a video iPod?  Any recommendations?  The advantage the iCarplay has over the iTrip is that the iCarplay charges the iPod while driving.

Technorati Tags: griffin, iCarplay, iPod, iTrip, monster

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If you have an interest in the American court system, take a look at the Wall Street Journal’s Law Blog.  It looks pretty well written and interesting.

Technorati Tags: law blog, wall street journal, wsj

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It turns out that there is a stable build of OpenOffice 2.0 for Mac OS.  I haven’t tried it out yet (the download will take another hour or so).  Hopefully this version looks and works the same as the Windows version.  There seem to be two versions, the PPC version and the Intel version.

Update:

I downloaded the package and installed it and nothing happened aside from a script that popped up on my screen for a few seconds.  Has anyone else tried this and succeeded?

Technorati Tags: mac os x, openoffice

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Not many people would dispute that legal services are expensive and often prohibitively so, especially for small and medium businesses and the person on the street.  The problem is that you often can’t predict when you may require the services of a lawyer.  You may require an agreement to be drawn up or, worse, you may find yourself embroiled in litigation.  The fact is, lawyers serve a valuable function in our society because our day to day dealings with each other are governed by laws and those laws can be quite complex at times.

Unfortunately many people create more problems for themselves when they try to avoid using a lawyer by drafting their own agreements or attempting to resolve litigious matters themselves.  In the process they only create bigger problems for themselves which can be extremely costly.  There have been countless poorly drafted agreements which have landed their authors in court simply because the agreement was vague or didn’t achieve what it was intended to achieve.

One solution is to treat a possible need for legal services as an ongoing cost to your business and provide for possible legal services on a regular basis.  To put it another way, save for a rainy day because when it rains, it really does pour.  It may seem like an unnecessary expense now while everything is going well but if you save a little every month, if and when you find yourself in need of an attorney, you will be able to afford him/her and what he/she can offer to help you out of a very nasty (an unexpected) situation.

Technorati Tags: lawyers, legal services, save for a rainy day

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