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Document Approach

Generally

We try to reflect these principles in our documents:

  • Regular people read and use legal documents. Accessibility and practicality are valued. We should do everything we can to make the user’s life easier, from both comprehension and implementation perspectives.
  • Documents are functional products. They can do a lot of business and legal work, in the near-term and in the long-term. We should try to get as much work done for the client as we can in the document.
  • Documents have multiple readers. They are read in different contexts at different times by different persons with different agendas. They are often visible and long-lived. We need to keep those attributes in mind in thinking about both content and presentation.
  • Most legal documents are written in the client’s name, not the lawyer’s name. A document may represent an expression of the client’s brand as well as a tool for doing work. In the nonprofit setting especially, we often need to capture relationship context, client voice, and communicative goal, as well as business and legal substance.
  • Fidelity to mission and compliance with the special rules applicable to nonprofits are central legal concerns. We should do what we can in documents to both reflect those concerns and to build the record.

Design and style

Work-products are information products and, as Matthew Butterick says, pieces of professional writing. To those ends, we think meaningful investment in document design, organization, and typography is central to reader utility. For example:

  • We try to figure out the best type of document and format for the job, and not limit ourselves to traditional legal products and designs.
  • We use different formats for different types of documents within a set, so it’s easy to tell them apart.
  • We try to use tables and exhibits, not blanks scattered through the text, to capture variables.

We follow a set of layout and style principles. In text-heavy documents such as bylaws and contracts, we try to:

  • make the document name prominent (larger font)
  • start titles, sections, and paragraphs flush left, so the eye always knows where to look
  • use lots of captions, to facilitate navigation
  • use wide left and right margins (1.5” or greater), to shorten line length
  • use ragged right justification
  • show emphasis through boldface only, not boldface + italic + underlining
  • minimize use of ALL CAPS given the difficulty of reading capitalized text
  • keep section numbers to two digits (1.3, 1.4), not more (1.2.6.4 etc.)
  • minimize borders and shading in tables

Here is an example:

In discussion documents and, as noted below, advice communications prepared using PowerPoint, we try to:

  • use smaller shapes and other visual elements
  • pay close attention to shape alignment and proximity
  • use light line weights for shapes, lines, and arrows
  • use plenty of white space
  • use smaller fonts for text

Here is an example:

Plain language

We favor plain language in every type of document. We try to:

  • keep paragraphs as short as we can
  • keep sentences as short as we can
  • use the active voice as much as we can
  • not use legalese at all, if we can avoid it

The goal in all cases is to create clean, understandable, and easily navigable documents.

A note about the documents on the site

Not every document on this site fully reflects these principles. We prepared most of these materials for specific clients, who may have their own preferences, and we’ve changed our approach and style over time.  We also don’t pretend that our newer documents are optimally-designed; no doubt they can be better.

More information

For more information about how we think about documents, see Jay A. Mitchell, Putting some product into work-product: corporate lawyers learning from designers, 12 Berkeley Bus. L.J. 1 (2015). The article is about how corporate lawyers can learn from the information design and graphic design disciplines in creating legal documents. It draws on both the design and legal literatures, and uses nonprofit corporate governance documents as a case study.

For a broader discussion of the attributes of legal documents and practical ideas about reading and writing them, see Jay A. Mitchell, Picturing Corporate Practice (West Academic 2016), and Jay A. Mitchell, Document appreciation: some characteristics of legal documents (and talking with students about them) (2014), available at:
http://papers.ssrn.com/sol3/papers.cfm?abstract_id=2406047.

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