This contract tip is about the importance of cutting and pasting to create our contracts.
Cutting and pasting involve taking language from a sample contract and pasting it into another.
I know that some contract experts demonize this approach.
I disagree. I think it is a fantastic and critical drafting technique that serves us well.
There is a reason why lawyers cut and paste from other contracts.
It is not because we are lazy.
It is not because we are unskilled.
It is because it works.
Yes, there are tools out there that try to automate parts of this process. And that is wonderful. But most of the lawyers I know do not have access to those. Even those who do still need to supplement with cutting and pasting from other sources.
When we add a new provision, we search our contract files for the best sample language that most closely aligns with what we want the provision to say. And then we cut and paste.
Of course, cutting and pasting can never be the end.
We always must edit, customize, improve, and fix the existing language.
But that is precisely our job.
We revise provisions to customize for the context, the terminology, the deal, and the client. After all, fixing contract language is a lawyer's superpower.
As I see it, the core issue is not the act of cutting and pasting. It is a failure to customize the language after it has been cut and pasted. And that is often a symptom of a bigger issue, either with training or time available to work on the matter.
Let's stop demonizing a task that is the core of what we do.
Stand tall and stand proud, fellow lawyers. We are the cutters and pasters.
What are your thoughts about cutting and pasting?
