Putting the Defined-Term Parenthetical After “The Following”

In this 2014 post I described what seemed an oddity: putting the defined-term parenthetical at the beginning of the definition. Well, I think that with some tweaking it can be turned into a legitimate technique. Here’s how I’ve just described it in something I’m working on:

If you put the defined-term parenthetical at the end of a list of items and due to syntactic ambiguity it’s unclear which items constitute the definition, consider prefacing the list with the following plus a colon and putting the defined-term parenthetical before the colon. That would serve to make the definition the following, which is equivalent to the list of items.

Of course, it might make sense to use instead an autonomous definition. It all depends on the context.

What do you think?

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.

7 thoughts on “Putting the Defined-Term Parenthetical After “The Following””

  1. Seems reasonable to me. Or you could do something like this:

    …lorem ipsum fipsum blah blah Defined_Term (as defined below) snorple dialectic fizz goop…

    As used here/above/whatever, Defined_Term means yadda yadda yadda.

  2. As Neal suggests, I’d probably prefer to just use the defined term, and then add: “In this [paragraph/clause/section/agreement], “Defined Term” means [definition].” Or include the definition in a separate definitions section or schedule.

  3. It’s hard to think of a drafting situation where ‘the following’ with a defined-term parenthetical next, then a colon, is the best way to go.

    1/ Here’s Jeff Bezos’s phrasing that you didn’t like in 2014: ‘including (the following collectively referred to as “Post Marks”) any trademarks’, etc.

    2/ Here’s the phrasing you’re now pondering: ‘including the following (collectively, ‘Post Marks’): any trademarks’, etc.

    3/ An autonomous definition seems better, as you thought in 2014: ‘including Post Marks. “Post Marks” include trademarks’, etc.

    4/ I like ‘snorple dialectic fizz goop’.


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