
This contract tip is about how contracts are easier to read when we present concepts in the order that readers expect.
Most commercial contracts are set up in this general order - general obligations (such as delivery and inspection), then payment, then warranty and remedies, then termination, then indemnification, then the other boilerplate. It throws me off when I see the payment terms in the boilerplate or a general delivery obligation after the warranty. It makes the whole contract harder to digest.
The same approach applies to provisions that describe events occurring over a period of time. I organize them following the timeline. For the purchase of goods, I organize the sections as purchase process, shipment, delivery, inspection, payment, warranty, and remedies. That is how they usually occur in the real world.
I also apply this sequential approach within individual provisions. I don't describe the third step followed by the second and then the first. I write the provision so the sentences follow the order of how the events occur.
Our brains prefer to process things logically and sequentially. Write contracts the way our brains work.
What's your take on using sequential order to organize contracts?
