August 15, 2007

Sympathy for the Legalese Devil

by PG

Though my blogging may not be the best evidence for it, I prefer legal writing that is lucid and concise rather than otherwise. Indeed, one aspect of litigation that I prefer to much of transactional work is the promotion of clear, forceful writing that seeks to convince the reader, in contrast to the frequent boilerplate and obfuscation of many contracts and disclosures that are just trying to get the deal done and the regulator appeased. To that extent, I am happy to see Adam Freedman's entry to the anti-legalese genre, The Party of the First Part, and its website that calls for readers' own submissions of bad writing to the Hall of Shame. Prizes are given for the worst offenders.

However, I also understand why the author of a publishing contract quoted on that webpage included the following excruciating prose:

From a publishing contract:
For services rendered and to be rendered, it is agreed between the Author and the Author's agent that the Author does hereby irrevocably assign and transfer to said agent and said agent shall retain for the life of the Work a sum equal to fifteen percent (15%) as an agency coupled with an interest of the gross monies accruing to the account of the Author under this Agreement and any subsequent agreements for the life of the Work in all its editions, revisions and adaptations, prior to deductions from or charges against such monies for any reason whatsoever.
The "for services rendered" is to make clear that the commission is in consideration of something done by the agent -- consideration being rather important under contract law. I find Freedman's abbreviation of the above to be somewhat lacking. He translates, "We will deduct a 15% commission for your agent," but if I were the novelist signing the contract and saw only that sentence, I might well assume that the commission extends only to the money I'm making on this deal, and not necessarily for future "editions, revisions and adapatations." After all, my current agent is only doing the work for this deal, and perhaps I'll change agents later on; thus, it's quite important to know that today's agent will be sucking 15% of all income derived from this work forever.

Another oversimplification, from the excerpt posted on the site, caused a wince that I must confess would be peculiar to lawyers. Freedman states, "Dye fought his way to the second-highest court in the land, the United States Court of Appeals, which dismissed his claim." Of course, there is no single "United States Court of Appeals." Does the average layman care? Maybe not, but I am wary of making such a god of brevity that we lose accuracy.

Those rather piddling criticisms aside, Freedman's book bids fair to be worth reading, as is his blog.

August 15, 2007 09:19 PM | TrackBack
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