Evolving English: Making Contracts Meaningful for Everyone
In our earlier posts in this series about contracts, we reviewed the four major contract types used by our clients and the value of proactively creating contract templates unique to your business. Today, we’re delving into the black box of legal culture to consider the dreaded legalese.
Legalese is defined as ‘the formal and technical language of legal documents’. The true colors of legalese are clearer in the example statement of, ‘the typed pages were full of confusing legalese’. Confusing is right – contracts are often full of archaic words that are rarely uttered in English, but for by lawyers. When is the last time you said, “contiguous to”, “forthwith”, or “aforementioned”?
At Trifecta General Counsel, we’re driven to find ways to shine lights into the legal black box, and simplifying contracting language is just one of the many ways we do that. Turns out, we’re not alone – there are efforts ranging from AI ‘decoding’ to law professors making the business case for simplified language, to a 3-year plain-language effort at GE Aviation, to the social justice implications of using comics to convey legal concepts. There’s even a translation table created by a UCLA law professor that guides the replacement of legalese with plain language. (Note – he doesn’t suggest a replacement for ‘aforementioned’ – just remove that one altogether.)
So, how do we tackle legalese and democratize contract interpretation?
Keep it short
o One of the best ways to simplify language is to just have less of it. Instead of “in accordance with”, just say, “under”. Or, instead of “due to the fact that”, just say, “because”.
o Another effective way to keep a contract short(er) is to ensure that only the necessary sections are included in a given contract. Going back to our other two posts, if you know what your contractual must-have are, you can address the other side of the coin in your contracts to remove the optional sections.
Consider the function and audience
o When we’re overhauling a contract, we consider the purpose of each phrase. Old, dusty boilerplate language is probably not the most relevant for our innovative client base. Even if it would apply, our goal is to help our clients be as self-sufficient as they choose to be. Keeping us on phone calls to serve as their translator is a waste of time and a step away from the transparency we seek.
We’d love to help you understand and overhaul the legalese clogging up your contracts.