Drafting contracts

(f) Step 6: Preparing handsome proposals for discussion

After establishing the procedures and setting the agenda the contract drafter (or a paralegal) should further split the subject-by-subject collection documents into individual clauses and extract proposals for the best practice clauses out of that. The second step would be for the contract drafter to improve (i.e. to ‘upgrade’) the contract clauses and to identify points for initial discussion. After that, the sub-groups of the best practice group will kick off their work.

You may find it helpful to bring the clauses together in Word-tables (each clause to fill one row), with the anticipated end-result contract clause in the first row (using a different font size or bold print). The issues somewhat arbitrarily included in the end-result should be highlighted. Similarly, subject matters, which are not taken over from the precedents a little arbitrarily as well, should also be highlighted in the rows underneath. Accordingly, the discussions can be structured efficiently: the mainstream proposed text is clear; words and phrases for discussion are identified both in the proposed text and in the text that did not reach the end-result and altogether surveyable documents are produced. By structuring the ‘model’ clauses and proposed texts in this way, the contract drafter ascertains that in the end-result, all relevant and less relevant subject matters will have been considered.

Whilst drafting or reviewing the preliminary results, question-triggering parts (during the Wizard’s Q&A) should be put between square brackets. This may apply to entire contract clauses, sentences, phrases or values (i.e. dates, text and amounts). For more complicated Q&A-elements (e.g. the availability of an option depends on the answer to another question) the drafter might prefer to insert footnotes explaining the inter-dependency. Later on, the marked text can be further prioritised in the context of the template questionnaire for the Weagree Wizard.

The contract drafter should deliver to the best practice sub-group both the document with ‘tabled contract clauses’ and a compilation document containing the proposed first draft.