Including Headings in Cross-References

Here’s a paragraph from the manuscript for MSCD2. It’s so fresh that steam is still rising from the words:

An internal cross-reference that consists of only a number gives the reader no indication of what’s addressed in the specified provision. That’s why in some contracts each cross-reference includes the heading of the article or section in question, as in article 12 (Indemnification). (If the cross-reference is to a subsection or enumerated clause, it’s appropriate to use the heading of the section of which it forms a part.) This usage not only gives the reader a better idea of the significance of the cross-reference, it also makes it more likely that an inaccurate cross-reference would be caught. It should perhaps be used more often than it is, particularly in longer contracts and contracts that businesspeople work with routinely.

Reader Mike Wokasch suggested that I write about this; I hadn’t given it much thought previously. What’s your experience with this usage? Can you suggest any way that I might improve this analysis?

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.