With a short week ahead, and a fair number of readers on vacation, we thought Ruminations should go light, both in length and in gravitas. So, today, we’ll going to list a number of pet peeves about document styles. Readers are invited to add their own or argue with us. All you need to do is pop your comments into the box at the very bottom of this week’s full posting.
These are not in any particular order and none are enough to ruin anyone’s day. What follows is a list of what we think are distractions of a minor nature. Minor, that is, unless it’s a bad hair day. No, not Weird Al’s ninth studio album.
Legal size paper – Why? So that you have to load this obsolete stuff in your printer. Yes, we have fancy, multiple paper tray printers. But, there is so little demand for this stuff that we don’t want to waste a tray for it.
Overly “styled” Word documents – Styles are great, but when they are so “whiz bang neat,” you can be sure that someone along the way will break away from the rules and then you’ll never get it fixed. What you get in the end (after you’ve fixed the document, either by bypassing the problems or by using brute force) is a prize from Will Shortz.
Fifteen ($15.00) Dollars – It’s not that this will be misunderstood, but it’s wrong. When you overlook this, your client or boss thinks you failed English 101. There’s a lot of stuff like this. Also, on this side of the Atlantic, we put those periods and commas inside the quotation marks.
“Attached hereto” and similar distractions – In almost every case, attached to what (?), if not the document itself? Yes, sometimes the reference could be ambiguous, but not all that often. And, when it is, have a ball.
“Defined below” – That’s not very helpful. If you feel compelled to do that, then point us to where to find the definition. On the other hand, if it is a defined term and not defined right then and there, then we all know it is defined elsewhere (or should have been). Telling us “above” or “below” is less than marginally helpful, especially when you only tell us that when the term first appears. As to telling us the the term is defined in Section such and such, the practice seems to be that this is done only the first time the term is used in the document, and then only if the defined term has not yet been defined. That’s still not very helpful. Save the effort and use your time to make sure there really is a definition somewhere to be found. Better yet, how about putting all of the defined terms in one place, in a section at the beginning of the document?
Underlined or bolded definitions or exhibit references – What are we talking about? Try these examples: “EXHIBIT A” or “Loan Documents.” This is just an invitation for a later contributor to the document to break with the style. In today’s world, we can use the search feature to find definitions. On balance, the most this style does is to invite inconsistency and make more work for keyboarders.
Exhibit “A” – Why not just Exhibit A?
Microsoft Track Changes – Yes, it has its fans. We’re thinking mostly because it is built into Word and doesn’t cost anything extra. On the other hand, email scrubbers do a nice job at pulling all of that stuff out. And, if you don’t pull that stuff out, “thanks for the metadata; we appreciate seeing the deal you didn’t make with the prior people.” We’ve worked with track-changed documents and with “real” (automatically) redlined documents. We think there is no comparison that favors Microsoft’s feature.
pdf draft documents – Wow, here’s a way to return to the good old typewriter days. [For those who have never seen a typewriter, do a web search.] There is no more fun than interlineating comments and changes to what resembles a piece of paper. In actuality, if anyone just plain won’t give us a document that can be edited, we convert the pdf to one. That might introduce some typos and the like, but our time also is valuable. We’ve blogged about this before.
Attached graphic exhibits – For sure, it is convenient to attach graphic exhibits to agreement drafts as they pass back and forth, but really unnecessary. Counterbalancing the convenience is the awkwardness of handling large files and the time it takes for some to load and what they can sometimes do to review and comparison software. It also slows down later editing because of the time the graphic exhibits take to reload as the pagination changes. Further, while our email server knows no file size limits, there are still a lot of email recipients out there with file size restrictions. What do we suggest? We think the graphic exhibit should be shared back and forth as separate attachments, as a single file or a “set,” depending on the file size. Why is this any better? For one, they don’t change as often as does the related document’s text. And, when they do change, it is often not in conjunction with any change to the text of the related document.
Your favorite type font – Certain type fonts are designed for readability. Times Roman is one of them. That’s why almost all modern documents are done in Times Roman (or Times New Roman). There are other easily readable fonts, but sans serif fonts, such as Arial, are not among them. And, while we’re carping about the miniscule things, 12 point type is nicer than 11 point or 10 point or 9 point type.
Unnumbered pages – Add your own thoughts. You can guess what we think.
Initialing every page – We’re sure someone, somewhere and at sometime, wished that every page was initialed, but so few documents require initials on every page, we legitimately wonder why the others do. Has anyone done a benefit/burden analysis?
Add your own pet peeve – We’re not talking about the substantive provisions of purchase and sale agreements, loan documents, leases or other agreements. We’re talking about “stuff” that gets in the way of getting documents turned around quickly. We’re talking about “stuff” that is a waste of good time and talent. Stuff that adds nothing or extremely little to a document, other than the time it takes to plow through it. Here’s what you do: At the very bottom of this page is a box labeled, “Speak Your Mind.” Do just that.
To all celebrating or observing a holiday this week, happy holiday.