Clarify singular or plural? Use the singular if possible!

Many (often larger) agreements contain phrases that address the interpretation of the agreement. One of those phrases says that where the agreement is stated in the singular, the obligations should include the plural (and vice versa). A few remarks on that one:

Even though an agreement should be interpreted as a normal and reasonable person would read it, some drafters believe that a normal and reasonable person could say (after reading a contract provision that talks about one person required to do or omit something) that the contract provision does not apply to cases where two or more persons would omit or do what is written in it. They alone will need the following clause (for their comfort):

A reference in this agreement to the singular includes the plural and vice versa.

I believe that what the clause says is so obvious, that it is completely redundant.

Use the singular.I strongly recommend that, if possible, obligations and other provisions be drafted in the singular and using the present tense. The idea behind this is that the use of plural nouns and prepositions such as and, or, each, every or any may create ambiguity. With those prepositions, it may be questionable whether in a particular context a reference should be made to a single member of the group identified by the noun, or to the entire group. For example, instead of:

The Parties shall promptly notify each other of the occurrence of events of force majeure.

It is better to write:

A Party shall promptly notify the other Party of the occurrence of an event of force majeure.

Nevertheless, whilst Europeans are comfortable addressing a party or a thing by writing his or her, in U.S. style contracts, the gender is forcefully avoided. A technique for avoiding the issue is to use the plural (‘they’) instead of the singular (‘his or her’ (or is it ‘her or his’?)).

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