Template:M intro design no-one reads this: Difference between revisions

Given as he is to making social science up on the hoof, JC is working on a theory that when we buy the services of a commercial law firm — and, specifically, when we buy them to make [[contract]]s for us — we are not buying ''words'', nor even the underlying ''legal content'' that they carry, but a more general, beatific ''peace of mind'' that comes from paying ''serious people'' to do sober things for us.  

We don’t ''need'' to understand the words, because our agents have done this for us. By their very existence, our agents intimate to us that ''everything will be okay''.  

This illusion lasts as long as no one subsequently casts an eye across the documents. The moment anyone does — and, look: no one reads legal agreements for the hell of it, so assume she will be paid to pick holes in them — it tartly vanishes.  

Crucial operators — words like “not” —  will, without explanation, be absent when needed or present when not. Square brackets, [[blob]]s and placeholders will impotently stand in for pivotal passages and vital variables. Forms you now dearly wish were signed, dated and legibly filled-out won’t be. Critical terms will be subject to non-existent subclauses. Carelessly lobbed [[boilerplate]] will ram-raid painstakingly crafted rights.<ref>Our old friends the [[no oral modification]] clause and the [[Contracts (Rights of Third Parties) Act 1999]] exclusion are often causes for deep regret.</ref>

And that is when the parties ''have'' kept their original deal in mind. But life is rarely as mundane as that: invariably, since they bade their legal teams a fond farewell fifteen years ago, ''neither'' side has paid these terms the blindest bit of attention. They may not now know where they are. If enough time has passed, they may not even know that there ''are'' any such terms.  

''Why would they?'' Though once hotly contested, no one since has insisted upon, performed, or cared less about these covenants. No-one who was present at their ordination remains: the last was made redundant in 2008. By their consensual behaviour, the parties have systematically contradicted these key tenets for years.  

None of this matters unless the relationship hits the skids. Suddenly, each side seeks legal advice. Their new counsel comb the contract, poring over minor details, hunting for clinchers in a babbling, confused, inchoate hellscape of random words that it is now impossible, except by coincidence, to map to any coherent course of behaviour — let alone the partiesʼ ''actual'' dealings with each other.  

This is because the parties delegated this [[performative]] act — you know, “doing the legals” — to “[[legal eagle|specialist]]” professionals with the barest grasp of the commercials at the time of their engagement who thus can hardly be blamed for not predicting how things would pan out in the decades since.  

Commissioning legal contracts in this way is to buy (or, for all you know, ''sell'') a lucky dip of random [[put]]s and [[call]]s. Whatever comes out of the sawdust on signing day must then be reburied uninspected for years or decades, only to be revealed, if at all, upon the eve of some distant [[tail event|catastrophe]].  

The principals’ best hope, therefore is that catastrophe never visits, their relationship continues to flourish and ''no one looks at the contract again. ''This rather begs the question: what good was the contract in the first place?

The reality of professional practice is that much work product gets away with being like that because, for the most part, ''it doesnʼt matter if it is not''. A vanishingly small percentage of contracts are ever litigated. This is ''not'' because they are “good contracts”, but because they describe good relationships: their parties donʼt fall out. ''Almost all contracts expire untested.'' <ref>{{maxim|If you have to read the contract, you have already lost}}.</ref> 

To its principals, the contract preparation process is a sombre mystery. They are not ''meant'' to understand the actual words, and may cause themselves trouble if they try. It is better just to take generalised comfort that there are a ''lot'' of words, they seem legally sonorous, they are strung together in carefully constructed, if forbiddingly unbroken, slabs and the battalions of advisors who have gathered at the banquet on either side to pick them over will, by the time the busboys are serving coffee and warming up the disco, have {{strike|maximised their chargeables|made peace with the legal content}}.  

All that skirmishing and sniping must surely ''do'' something, no? Must it not advance what these agents take to be their clientsʼ best interests?

On this view, legal writing is designed to just occupy space. It is like that expanding polystyrene stuff they spray inside internal partition walls for soundproofing.

There is just no craft, no elegance, no design, no architectural panache, no basic economy. It is just this tortured, brutalised, monstrous torrent of dreck, from end to end.

These people are wizards of language, after all. They could deliver beautiful, clear, elegant product. That they don’t is a kind of final triumph of form over substance.