What Does “Contract Design” Mean?

The notion of “design” is all the rage.

For example, this article about Stanford’s D.school appeared in the New York Times earlier this week. As regards the legal profession, there’s this ABA Journal article by Paul Lippe on the role of design in legal services.

Then there are all the references to “contract design” in academic stuff I’ve been reading. So far, I haven’t seen anyone define what they mean by “contract design.”

Contracts can be broken down into what a contract says; how it says it; what order the provisions are arranged in; what enumeration scheme it uses; and how it makes use of typography. Which one or more of those does “contract design” refer to?

I suspect that prevalence of the term “contract design” is entirely due to the design-fixated zeitgeist. I’d rather be specific. I will flagellate myself with a wet noodle if anyone ever catches me using the term “contract design.”

As usual, I’m open to persuasion.

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.