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Exercises from LEGAL WRITING IN PLAIN ENGLISH, Bryan A. Garner

§ 32. Organize provisions in order of descending importance.

Exercises

Basic

Reorganize the following paragraph from a commitment letter for the purchase of unimproved land. (A commitment letter is a lender's written offer to grant a mortgage loan.) Group the sentences according to whether they (1) specify the purpose of the letter, (2) state a buyer commitment, or (3) clarify the limitations of the letter. Then rewrite the passage in four paragraphs. Create a new introductory paragraph, and then create three paragraphs numbered (1), (2), and (3).

No sale or purchase agreement nor contract of sale is intended hereby until ABC Company (Buyer) and Lucky Development Company (Seller) negotiate and agree to the final terms and conditions of a Sale-and-Purchase Agreement. Buyer shall exercise its best efforts toward securing such commitments from high-quality department and specialty stores as are essential to establishment, construction, and operation of a regional mall. For the 111.3 acres of land in the Benbow House Survey, Abstract 247, the total consideration to be paid by Buyer to Seller, in cash, shall be equal to the product of Five and 50/100 Dollars ($5.50) multiplied by the total number of square feet within the boundaries of the land, in accordance with the terms and conditions that shall be contained in a subsequent Sale-and-Purchase Agreement mutually acceptable to and executed by Buyer and Seller within sixty (60) days from the date hereof. Buyer shall exercise its best efforts to enter into the Sale-and-Purchase Agreement within the stated time period. In the event Buyer and Seller cannot come to final agreement on the terms and conditions of a Sale-and-Purchase Agreement within sixty (60) days from the date hereof, this letter of commitment shall be null and void and neither party shall have any liabilities or obligations to the other.

Intermediate

Reorganize and rewrite the following paragraph from an oil-and-gas lease. If you feel the need, break the passage into subparagraphs and add subheadings.

9. The breach by Lessee of any obligations arising hereunder shall not work a forfeiture or termination of this Lease nor cause a termination or reversion of the estate created hereby nor be grounds for cancellation hereof in whole or in part unless Lessor shall notify Lessee in writing of the facts relied upon in claiming a breach hereof, and Lessee, if in default, shall have sixty (60) days after receipt of such notice in which to commence the compliance with the obligations imposed by virtue of this instrument, and if Lessee shall fail to do so then Lessor shall have grounds for action in a court of law or such remedy to which he may feel entitled. After the discovery of oil, gas or other hydrocarbons in paying quantities on the lands covered by this Lease, or pooled therewith, Lessee shall reasonably develop the acreage retained hereunder, but in discharging this obligation Lessee shall not be required to drill more than one well per eighty (80) acres of area retained hereunder and capable of producing oil in paying quantities, and one well per six hundred forty (640) acres of the area retained hereunder and capable of producing gas or other hydrocarbons in paying quantities, plus a tolerance of ten percent in the case of either an oil well or a gas well.

Advanced

In a statute book or contract formbook, find a document (no more than ten pages) with provisions that aren't in a well-organized order of descending importance. Give it what professional editors call a "macro-edit"--that is, edit for organization without worrying much about sentence-level problems. If you're part of a writing group or class, bring a copy of your cleanly edited version for each colleague. Be prepared to explain your edits.


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© 2001, Bryan A. Garner

These exercises appear in Bryan A. Garner's Legal Writing in Plain English: A Text with Exercises, published by The University of Chicago Press and available at bookstores and on the Web at www.press.uchicago.edu.


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