You know the em-dash—it’s what divides the two parts of this sentence. According to Garner’s Modern English Usage (GMEU), “The em-dash is perhaps the most underused punctuation mark in American writing.” But in my experience, once people start using the em-dash, they quickly start using it promiscuously.
That’s the case with me, with one exception: I don’t use it in contracts.
GMEU says that “A pair of em-dashes can be used to enclose a parenthetical remark or to mark the ending and the resumption of a statement by an interlocutor.” But it’s best not to use parenthetical remarks in contracts, just as contracts isn’t the place for nonrestrictive clauses (see MSCD 12.52).
GMEU also says that the em-dash can be used to replace the colon, but I don’t see the point of alternating between colons and em-dashes. In contract drafting, consistency is a virtue—stick with colons.
I’m guilty of using the em dash promiscuously. And I use it in contracts. I use them for exactly as described in GMEU: parenthetical clauses.
In the below example I like it because it helps the reader see where to continue reading after the parenthetical, and allows me to use commas within the parenthetical which could otherwise confuse the reader as to when the parenthetical clause ends (especially in examples of longer parenthetical clauses). I find that most of the time when I have to read a clause multiple times to understand it, it’s because there are so many commas and parenthetical clauses that it’s unclear where they end. That said, my use of the em dash might also just be my lazy person’s way of drafting a run-on sentence rather than thinking through shorter versions.
“When a Shareholder dies (the “Deceased”), the Company may—by notice delivered to the Deceased’s estate no later than 90 days after the date the Deceased died—require, subject to section 17.1(2), the Deceased’s estate to sell the Deceased’s Interest to:…[bunch of different options which make it unwieldy to include the notice requirements at the end]”