1.
Modern practice is to avoid these old forms where
possible and use one word instead.
Legal English has a strange habit of not using one word to say something but two
or three together (e.g. null and void). The problem with using doublets and
triplets is that they make documents longer and more difficult to read
Doublet / Triplet Single Word Equivalent
Able and willing able
Agree and covenant agree
All and sundry all
Authorise and direct authorise
Cancelled and set aside cancelled
Custom and usage custom
Deem and consider deem
Do and perform perform
Due and owing owing
Fit and proper fit
Full and complete complete
Goods and chattels goods
Keep and maintain maintain
Known and described as known as
Legal and valid valid
Null and void void
Object and purpose object OR purpose
Order and direct order
Over and above exceeding
Part and parcel part
Perform and discharge perform OR discharge
Repair and make good repair
Sole and exclusive sole OR exclusive
Terms and conditions terms
Touch and concern concern
Uphold and support uphold
Cancel, annul and set aside cancel
Communicate, indicate or suggest communicate
Dispute, controversy or claim dispute
Give, devise and bequeath give
Hold, possess and enjoy hold
Pay, satisfy and discharge pay
Possession, custody and control possession OR custody OR control
Promise, agree and covenant promise OR agree
Repair, uphold and maintain repair OR uphold OR maintain
Way, shape or form way
2. Try to use Plain English and avoid “Officialegish”
whenever possible
Officialegish Plain English
comply with meet, obey
for a period of for
in accordance with under
in the amount of for
in the event that if
is authorized to may
on a weekly basis weekly
prior to before
provided that if
pursuant to under
accorded given
approximately about
attempt try
consequence result
deem consider
expiration end
inform tell
obtain get
provided but, if, unless
regarding about
said the, that, those
such the, that, those
utilize use
perform do
render make/give/give back
commence begin/start
terminate end/stop
ascertain learn/find out
on the grounds that because
for the reason that
due to the fact that
based on the fact that
in view of the fact that
owing to the fact that
during the course of during
in the event that if
for the purpose of to the question as to whether whether
take into consideration consider
a number of some many
approximately about
at the present time now
commence begin
despite the fact that although
dispatch send
forward send
per annum a year
portion part
remainder rest
retain keep
subsequent to after
3. Here-, there-, and where- words
Words like hereof, thereof and whereof are not used often in ordinary
English. However, they appear frequently in contracts. They are
generally used to avoid repetition of names of things in the contract.
Example: the parties hereto
Instead of: The parties to this contract
Often these words can be made unnecessary by using good definitions.
They are weak substitutes for proper pronouns and good defined terms.
They can also create ambiguous references.
Word Meaning Example
Hereafter from now on or to some The contract is effective
time in the future hereafter.
Hereat (1) at this place or point Hereat the stream divided
(2) on account of or after
this
Hereby by this means; as a result The parties hereby
of this declare…
Herefrom from this place or point The goods shall be
collected herefrom.
Herein in this document or matter The terms referred to
herein…
Hereinabove previously in this The products hereinabove
document or matter described
Hereinafter later referred to in this hereinafter referred to as
matter or document the Company
Hereinbefore previously in this The products hereinabove
document or matter described
Hereof of this matter or document the parties hereof
Heretofore before now The parties have had no
business dealings
heretofore
Hereunder later referred to in this the exemptions referred to
matter or document hereunder
Herewith with this letter I enclose herewith the plan
Thereof of the thing just mentioned The contract was signed on
1 May 1999. The parties
thereof…
Thereafter after that time The products shall be
transported to The Grange.
Thereafter, they shall be
stored in a warehouse.
Thereat (1) at that place Thereat, payments shall
(2) on account of or after cease
that
Thereby by that means; as a result the parties thereby agree
of that
Therein in that place, document or The parties shall refer to
respect the contract dated 1 May
1999. It is agreed therein
that…
Thereinafter later referred to in that thereinafter, it is agreed
matter or document that…
Thereof of the thing just mentioned Reference is made in
paragraph 5 to the
contract dated 1 May
1999. The parties thereof
agreed that…
Thereon on or following from the The machine rests on a
thing just mentioned wooden block. There is a
place thereon a metal
bracket…
Thereto to that place or to that the parties thereto
matter or document
Therefor [not to for that The equipment shall be
be confused delivered on 13
with ‘therefore’] September 2003. The
Company agrees to pay
therefor the sum of
$150,000.
Thereupon immediately or shortly Delivery shall take place
after that on 13 September 2003.
Thereupon the
equipment shall be
stored in the Company’s
warehouse.
Whereabouts the place where The Company shall be
someone or something kept informed as to the
is whereabouts of the
products.
Whereat at which The seller attempted to
charge extra interest on
late payment, whereat
the buyer objected.
Whereby by which The contract dated 1
May 19999, whereby
the Company agreed to
purchase the products.
Wherefore as a result of which The buyer breached the
contract, wherefore the
seller suffered damage.
Wherein (1) in which The contract dated 1
(2) in which place or May 1999, wherein it is
respect stated that…
Whereof of what; of which …the Company one of
the directors whereof is
a foreign national.
Whereupon immediately after The sum of $15,000
which shall be paid by the
buyer to the seller on
13 September 2003,
whereupon the buyer’s
liability to the seller
shall be discharged.
4. How to Express Obligations, authorizations, and
conditions
In contracts, it is usual to find the words shall, will, must, and may used over and over
again. The words are used in different contexts.
• In the third person will refers to a future intention .
• The word “shall” has several meanings that are easily confused, even by lawyers.
• Use “must”and “will” if you want to show obligation.
• Legal documents, drafted in the third person, often express obligations using
shall. However, shall is frequently overused and there is now a trend to avoid shall
altogether.
• May is used in the following situations:
To express a possibility that something may be done
To indicate that one has discretion to do that thing
To indicate a wish
• May not indicates that a part does not have discretion to do something. Shall not
is stronger, indicating a duty not to do something.
• In summary, use:
“will” to state a future fact
“shall” to state an obligation
“may” to state an option or a right, and
“must” to state a condition precedent
Remember to State requirements positively
Rarely use single negatives. Never use double negatives. Readers change negative
statements to positive ones. This process needs extra work. It also allows
misunderstanding. Each negative adds to the risk of error.
For example, better to say “can… only if”, rather than “cannot…. unless”, e.g. also:
“must be no less than X” becomes “must be X or more”, or “must be at least X”
and, “does not exclude” becomes “includes”
5. The Word “Deem”
The word “deem” is frequently used in contracts. In its legal sense it
means to treat a thing as being something that it is not, or as possessing
certain characteristics which it does not in fact possess. This meaning is
used in contracts to create the idea that something mentioned in the
contract is deemed (or treated) to be something else.
• Example: “Notice shall be deemed served 72 hours after having
been posted.”
The purpose of the clause is to indicate that for the purposes of the
contract the parties agree to regard a notice as having been served
once 72 hours has passed after the notice was posted.
