Today's contract tip is to adjust how you edit to fit the contract.
A client asked me to add a new concept to the company's existing services agreement. The services agreement was five pages long. Her new provision was two pages.
Her request reminded me how important it is to customize our work to the circumstances.
We all know that we can't just drop in provisions from other contracts without customizing them to the context.
But that editing process is about more than just using the right defined terms and fixing section cross-references.
Every contract has a look and feel to it. The words flow with a certain cadence. Our edits need to track that look and that cadence.
We need to consider the context, the wording formality, the defined terms, the numbering systems, and the general approach.
We also need to ensure our edits are the right length considering the contract.
If you are working on an indemnity provision in a 120-page M&A deal, it makes sense that it would be several pages long. That same provision would be out of place in most six-page services agreements.
The same goes for operational and boilerplate provisions. If you have a four-page agreement, your dispute resolution provision shouldn't take up two of them.
Always draft your contract revisions so they fit the context of the contract.
Do you have any techniques for doing this?