This week, Adams Contracts launched a new service agreement template (see this post on the Adams Contracts blog). Whom did that rouse? Kevin Toll, the Adams Contracts client featured in this blog post from earlier this year.
Turning on the new template a gaze blank and pitiless as the sun, he pointed out how I had managed to ignore some recommendations I had made in A Manual of Style for Contract Drafting.
He was, of course, correct. That caused me to make some meaningful changes, which in turn caused further changes. And in the process I spotted some stray glitches—a missing space here, a missing letter there.
I’m OK with all that, for two reasons. First, In recent weeks I’ve been focused on weeding out document-assembly logic errors. That kind of mistake can wreck an interview and can be a nuisance to fix. I’m cautiously relieved that Kevin and others who have used the new template haven’t (yet) flagged document-assembly glitches. By contrast, tidying up wording should be straightforward.
And second, Kevin’s observations serve to remind us there are two versions of me—the MSCD me and the ink-stained wretch who slings contract prose. When I get something right in MSCD, it stays right, whereas my own drafting provides me with endless opportunities to get stuff wrong. Things start somewhat messy, but then they get better. I ask for your indulgence.
Now on to the point of this post. One mistake Kevin noted was that the template included instances of hereby grants to X. MSCD recommends that instead you say hereby grants X. (I first made that point in this 2009 blog post.) Kevin went on to note something I haven’t thought of—that the same principle should apply to hereby assigns to X. He’s right. In other words, say the Provider hereby assigns to the Client all the Provider’s interests in. (Bonus point—don’t say all of.) After all, in colloquial English I would say I assigned him the task of meeting the client at the airport. Saying instead I asigned to him would add nothing.
But let’s allow a period for comment before adding this brick to the edifice.
