$2.3 Million Worth of Irony
Mike Dillon, general counsel for Sun Microsystems, has this interesting post about the difficulty so many lawyers have in writing with “simplicity and clarity.”
What inspired the post? It was the prospect that something so simple as a comma could (yet again) cost a company millions of dollars. The comma in question is the first in the following sentence:
This agreement shall be effective from the date it is made and shall continue in force for a period of five (5) years from the date it is made, and thereafter for successive five (5) year terms, unless and until terminated by one year prior notice in writing by either party.
What the lawyer who wrote that sentence intended (claims the attorneys for the aggrieved party) was this:
This agreement shall be effective from the date it is made and shall continue in force for a period of five (5) years from the date it is made and thereafter for successive five (5) year terms, unless and until terminated by one year prior notice in writing by either party.
I say omitting the comma doesn’t do enough to clear things up. It still leaves too much room for lawyers to argue over things like what the meaning of is is. The sentence should have been flagged for revision. Then, it might have been rewritten like this:
This agreement shall be effective from the date it is made and shall continue in force for a period of five years from that date. Thereafter, this agreement shall be effective for successive five-year terms unless and until terminated by one year prior notice in writing by either party to the other.
Note: In legal writing classes, students are taught to set a numeral in parentheses after a number set as a word. Note the two occurrences of five (5) in the original sentence. Note also the lack of a numeral after the word one. Do you suppose the author had a (1) reason for this inconsistency?
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How timely. I was just talking to a partner at a major law firm yesterday, and I asked her why most law firms no longer rely on editors to review their attorneys’ work. She said it was a matter of cutting back, saving money.
In this case, how ironic!
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For further information on the dispute between Rogers Communications and Aliant, see this article, or this article.
18 March 2007 at 15:17
[...] None of these makes a bit of sense. Once again, Marketing 101. Given the frequency of such constructions in legal matter, the firm’s marketing materials should not portray the firm as unable to form them so that make good sense. (This post offers a good example of what can happen when a law firm gets careless with its grammar, punctuation, or syntax.) [...]