Drafting numbers in contracts (1st part)

This is the first of a (relatively long) series of blogs about drafting numbers in contracts. Should you write figures only or write a number in both figures and words? That’s what it is about here.
Because typically, numbers are boring, I will post the blogs every once in a while.

Below is an elaborate set of best practice rules addressing many aspects of including numbers, ranges of numbers, dates and times into a contract. Since there are various choices to be made, everyone may well deviate from either or all of the principles. For identifying and finetuning the principles, I have relied on two important sources: the English Style Guide of the European Commission (click here) and the online version (click here) of The Economist Style Guide[1]. Nevertheless, I hope they are helpful to distinguish the different aspects of referring to numbers and the somewhat staggered levels of specificity as regards the implementation of these principles. I will kick off with the most generic ones.
To explain the best practice principles, I will refer to numbers (i.e., disregarding their being expressed as a figure or in words), to figures (e.g., 1; 12; 78; 1,250; 1,563,465) or in words (e.g., three; one million).

1)         Be rigorously consistent in the use of figures or words to express a figure.

If a provision or contract contains both kinds, use either figures or words for all the numbers.

2)         Use words for simple figures from one to ten. Use figures for numerals from 11 upwards and for all figures that include a decimal point or a fraction.

Examples:

  • One, seven, 14, 975, 6,650
  • 4.25, 4¼
  • During the initial three years of the Term, Purchaser shall order at least 4, 8 and 21 vessels, respectively.

In a separate blog, I will discuss the ‘uncertainties’ drafters presumably attempt to avoid when they write:

  • The purchase price for the Shares is EUR 156,800,000 (one hundred and fifty-six million and eight hundred thousand euro)
  • Within 45 (forty-five) days after receipt of the Completion Accounts, Purchaser shall…

3)         Always use figures in percentages, for cross references and serial numbers, for ranges denoted by a dash, for statistics, for votes, unless you are quoting a source that does otherwise.

Examples:

  • Percentages: 4 percent;
  • Cross references and serial numbers: page 25, Article 9, Section 3, Part 2;
  • Ranges denoted by a dash: sections 3.14 to 3.15;
  • Statistics: 3 managing directors were appointed in 2008, 2 in 2009…; and
  • Votes: 6 members were in favour, 3 against, and 2 abstained.

Avoid starting a sentence with a figure; otherwise, write the number in words instead. If this does not work, try devices such as inversion:

  • Another 75 percent of the Principal Amount shall be repaid…
  • Of the total, €55 million was spent on …

[1]     EC DG Translation, English Style Guide – A handbook for authors and translators in the European Commission, revised edition March 2009.

Related Articles

Dating

In four previous blogs (click here for the last one, which includes references to the three preceding ones) I defined some best practice principles on…

Terms of Use

I hereby accept (or reconfirm my acceptance of) Weagree’ Terms of use, in which: