by Dominik Tyrybon, March 2020
Most of a lawyer’s legal work is usually done through the written word. Be it drafting contracts, writing pleadings or daily communication with other lawyers, clients and courts in form of emails.
The written word is thereby of great importance. For example, it has a direct impact on how contracts are interpreted, how facts are understood by a judge or how simple information is reported to the client. In order to achieve the desired result, effective contract drafting, and legal writing must be well researched, clearly organized, logically structured and professional in tone and appearance. In order to ensure that all this is achieved from the moment you join a law firm as an Associate, here are a few practical tips for contract drafting and legal writing:
- Draft clearly, simply and precisely.
- Use common-sense headings.
- Your drafting should be comprehensible to someone who is not involved in the deal. This someone might be a judge or a hostile counterparty.
- Don’t use ambiguous or vague words – if in doubt, ask the client what is intended.
- If you draft not an English or American Agreement but it needs to be in English, then write English but think in your local language. Ask yourself “How would a local judge understand the words in question?”
- Make sure that clauses are set out in a logical sequence.
- Define all technical terms.
- Use clear definitions
- Keep clauses and paragraphs short.
- Use schedules for (i) lengthy technical provisions (ii) lists and (iii) definitions.
- Check to have included key boilerplate provisions (i.e. Interpretation, Notices, Costs and expenses, Governing law and jurisdiction etc.)
- Always carefully review and double check.
Legal writing basics
- Choose before you write the structure and how formally you must write.
- Write simple and concise.
- Keep sentences and paragraphs short.
- Write in plain English. Avoid or explain jargon.
- Use modern language
- Turn abstract nouns into verbs if possible.
- Use headings and summaries.
- Avoid passive voice.
- Don’t be repetitive.
- Don’t use vague or ambiguous words.
- Consider the placement of punctuation marks (a misplaced comma can change the meaning of a sentence).
- Don’t make your readers job more difficult.
- Always double check.