Announcement: My upcoming book: I’m working on an encyclopedic dictionary of contract clauses, for drafters, reviewers, and students. The book is built on a much-expanded version of the Common Draft clauses; it has links to specimens of real-world clauses found in contracts by companies you undoubtedly know; and it has lots of analysis and commentary. If you’d like to be notified and get a free sample chapter by email when I finish, send your email address to me at email@example.com. Don’t worry, I won’t spam you or sell your email address.
Brevity in contracts isn’t always the supreme virtue
Brevity in a contract is certainly an important virtue. But it’s far from the only one. Sometimes a few words of explanation or clarification can be cheap insurance.
For starters: Every decision-maker who reads a contract has his or her own values, biases, intelligence, education, experience, etc. It’s impossible to know in advance what those might be for a particular executive, judge, juror, etc. In persuading that individual to see things the way you want, a bit of extra language might make all the difference.
Plus, the future’s often cloudy. It can be hard to know what difficulties the parties might encounter down the road. A less-terse contract might make it easier for the parties to collaborate effectively in dealing with unanticipated problems.
(Of course, many contracts are too long because their drafters didn’t or couldn’t take the time to be more concise, but there’s usually a happy medium.)