Cave verba magicae
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The JC’s guide to pithy Latin adages
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This article comes to you from the Jolly Contrarian’s legal maxim generation service.
Latin maxim loosely translated as: “Beware of magic words”.
There are two senses. One is an admonition to prudent action: A legal contract is only as good as how the parties behave. If you stick it in a draw and ignore it, when it comes to the crunch it might not do what you want it to.
The other is a recognition that, except in a few limited circumstances, most of the words in a legal contract aren’t magic incantations, and the best thing you can do is make them as clear and idiomatic as possible.
There are some categories of magic words that it is just not worth trying to improve, however leaden they appear:
- Credit mitigation provisions: security rights, guarantees, letters of credit, close-out netting terms. They tend, in any case, not to be wildly controversial (for exactly this reason: they are sacred lore. Legal eagles respect and fear them too much to fiddle with them).