I teach legal drafting, but I do not teach how to negotiate a transaction, how to close a transaction, how to plan and carry out a transaction, or how to incorporate the substantive legal requirements of a doctrinal body of law into a transaction.
So what do I actually teach? I teach how to put words on paper to create binding legal text that is well written and clear according to modern, professional standards of legal drafting. I teach these things:
- What ambiguity is and how to avoid it.
- What vagueness is and how it is used appropriately.
- The various words and phrases that create authority, obligation, entitlement, or discretion and how to use them consistently and correctly.
- The canons of construction and how to draft for them.
- Document design and layout.
- Organizing the main topics in a contract.
- Organizing the specific provisions within the topics of a contract.
- Correct, modern rules of grammar and punctuation relevant to legal drafting.
- The principles and practices of the plain-English movement in legal drafting.
- Proper use of form documents.
- Proper drafting of definitions.
- Spotting and avoiding unnecessary formalisms, archaisms, and legalisms.
- Employing an appropriate numbering and heading system in a drafted document.
- Proper opening and closing language in a drafted document.
I usually throw in a few other lectures, on writing letters and on knowing and consulting the very best sources in the field of legal drafting. It makes for a good course, and when my students finish, they often know more about the mechanics of legal drafting than the majority of practicing lawyers.