Where do things stand with my grand project to remake contract drafting? It’s in limbo.
Thanks to A Manual of Style for Contract Drafting and the training I offer, there’s now a path to becoming an informed consumer of contract language. But that’s not enough: systemic dysfunction requires systemic change. Using highly customizable templates is the best option for systemic change, but so far I haven’t been able to wish a critical mass of templates into existence.
In this post, I summarize our options for drafting contracts and consider how we might overcome the obstacles to systemic change.
The Parameters
You’re looking for a way to create a contract for a new transaction, one that isn’t a cookie-cutter deal. Where should you look?
Your source material should satisfy these two parameters:
- It should be clear and concise—it should be free of the archaisms, bloat, redundancies, ambiguities, legalisms, chaotic verb structures, and other problems that afflict mainstream contract language.
- It should be relevant—it should address the deal points that matter to you, and it should do so in a way that reflects your circumstances and your objectives.
Copy-and-Pasting
So where do you propose getting your source material? The time-honored thing to do would be to copy-and-paste. There’s an endless supply of material out there, notably two million or so contracts in the US Securities and Exchange Commission’s EDGAR system. You could even avail yourself of a service that compartmentalizes what’s on EDGAR and serves it to you on a platter. What’s not to like!
Well, what one or more contracts do you pick from the online flood? How do you decide which contracts are not only clear and concise but also relevant? That takes time and requires specialized knowledge. Even if there were a contract somewhere out there that fits your needs exactly, the odds are overwhelmingly against your stumbling on it and recognizing it as just what you need.
You might find yourself going with some BigCo commercial contract, or a contract drafted by a prestigious law firm. Their stuff must be good, right? No—global companies are as prone as the rest of us to churning out contracts that aren’t great. And check out my April 2026 article Merger Agreements Are Poorly Drafted for my critique of a merger agreement drafted by a prestige M&A law firm.
So you might find yourself scavenging parts from different contracts and cobbling them together. Is that really what you want to do? Are you good at recognizing what’s clear and concise? What’s relevant? Even if you are, is that how you want to spend your time?
Using a Template
It turns out you’re in luck—your organization has a template for the kind of transaction you’re about to embark on.
But do you know who created that template? Has it been maintained? Is it clear and concise? And is it relevant? A static Word template can address only a small fraction of potential deal terms.
In fact, it’s likely the template is fallible mainstream contract language: Part clear and concise, part not. Part relevant, part not. The problem is figuring out which parts are which.
Using AI
Why not be modern? Why not use AI? Because that would be present you with the same problems as copy-and-pasting or using a template, depending on your approach. AI has been fed dysfunctional mainstream contract language, so that’s what it will replicate.
I’ve encountered suggestions that using AI-powered contract-review software would work for creating a new contract, as long as you use “trusted” documents or “gold-standard” templates. But in the real world, documents that meet those puffed-up standards are as rare as an albino alligator.
AI would likely allow you to meet current standards of contract drafting, but if you’re looking to create a contract for a transaction that matters, that would seem an uncomfortably low standard to aim for.
Using a Highly Customizable Template
What if a vendor were to make available a library of automated templates? Imagine that the language used complies with a comprehensive and widely accepted set of guidelines for clear and concise contract language. The interview offers the user an expansive “decision tree” of deal-term choices, allowing for extensive customization. And the interview and the underlying language were prepared with the help of specialists.
By turning into a commodity the tasks of creating the decision tree and coming up with the verbiage to reflect the user’s choices, such a system would allow you to focus your attention on deciding what the deal terms should be. Such a system would be a dramatic improvement over the alternatives.
The proof-of-principle version of such a system exists, namely Adams Contracts templates. I’ve created highly customizable templates for creating confidentiality agreements, “miscellaneous provisions” boilerplate, and basic service agreements.
The drafts created using this system are clear and concise, because I’m Mr. Clear-and-Concise. They reflect the input of specialists (see this 2024 blog post). And yes, the user is presented with an expansive decision tree.
The system works. See this blog post for feedback from a paying customer who recently used the service-agreement template.
Limbo
But Adams Contracts is in limbo, for three reasons. First, it has never had sufficient attention and resources.
Second, it has been made abundantly clear to me that many of those who work with contracts don’t like the idea of having to answer, even once, the questions in the interview. That takes a feature and treats it as a bug. (The system allows you to reuse answer sets, so no one needs to answer the same questions repeatedly.) I suspect we’ve accumulated cognitive debt from endlessly relying on the limited options served up by the copy-and-paste machine. As a result, we recoil from what should be the core responsibility of transactional work—deciding what deal terms would allow us to achieve our goal. It’s easier being shackled to the copy-and-paste machine, with its meager decision tree.
And third, I suspect that for many of those at organizations who make decisions regarding contracts—I think of them as “administrators”—change is unappealing. As an outside observer, I can’t say why that is. Perhaps their thinking is short-term, so the benefits of better contracts don’t seem compelling. (The consequences of bad drafting are uncertain, or they aren’t immediate; see this 2024 blog post.) Or perhaps administrators might be in thrall to one or more of the many forms of inertia. For example, groupthink. Or conformity. Or cognitive dissonance.
Escaping Limbo
Improving the prospects for highly customizable templates requires finding a suitable home for Adams Contracts. Promoting highly customizable templates requires marketing that’s more sophisticated than me getting on my soapbox. And building a library of templates that has critical mass would require some resources.
And we could overcome some of the resistance to completing the interview by offering “template services” (see this 2025 blog post).
Making Things Better
I hope we’re able to overcome resistance to highly customizable templates, because they offer our only chance for making quality contract language widely accessible.
I’ve devoted my career to creating guidelines for clear and concise contract language. I haven’t done so for the gratification of fellow contract-language nerds. Instead, I’ve done so to make things better! As I discuss in this article, making things better plays an important role in making the working life worthwhile. Building highly customizable templates is the best way to make contracts better.
