“Shall”—Once More Unto the Breach

I’ve learned that Twitter can serve as an early-warning system. Thanks to a Twitter update by Lance Goddard—he of the blog Are You Writing This Down—I learned that Jay Shepherd had posted on his blog The Client Revolution this item recommending that you run a mile from shall.

I took the liberty of posting this comment on Jay’s blog saying that for purposes of business contracts, I’ve concluded that using shall, as opposed to must or will, is the least-bad alternative. But that’s only the case if you use shall in a disciplined manner—in other words, use it only to impose an obligation on the subject of a sentence. I explain my position exhaustively—exhaustingly?—in chapter 2 of MSCD, as well as in this article. And I discuss shall in this November 2008 blog post and this June 2008 blog post.

Given that mastery of verb use is essential to control of your contract language, I expect this won’t be the last time I revisit shall.

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.