Plain English - Organise: Difference between revisions

Plain English - Organise (view source)

Revision as of 17:50, 14 April 2022

288 bytes added , 14 April 2022

no edit summary

Amwelladmin

Bureaucrats, Interface administrators, Administrators

83,240

edits

@@ Line 1: / Line 1: @@
 {{a|plainenglish|}}No-one needs to be told the business imperatives for clear, attractive drafting anymore.<ref>Oh ''you'' do, do you? Well, see [[Plain English - Why|here]].</ref> So, here's a practical guide to how to do it. Think of this as catharsis: like weeding; like pruning; like throwing out all your old rubbish and sprucing up your house because some clients are coming to stay.
-It is easier to start with something genuinely awful, like a  Linklaters MTN Programme or something like that. But it would probably work as well if you are starting with a fresh piece of paper.
+It is easier to start with something genuinely awful, like a Linklaters MTN Programme or something like that. But it would probably work as well if you are starting with a fresh piece of paper.
 === Order ===
@@ Line 32: / Line 32: @@
 * '''White space''': White space is good. Unbroken tracts of unpunctuated text are bad. Unless you are using columns, ensure the margins are generous.
 * '''Font''': choose an easy-to-read font. Fortunately, UBS house font Frutiger 45 light is excellent, so use it.
-* '''Paragraphs''':
+* '''Paragraphs''': Format your paragraphs to have extra space at the end. 6pt is usually enough.
-** General format: Format your paragraphs to have extra space at the end. 6pt is usually enough.
-** Break into nested sub-paragraphs. Breaking a long paragraph into a shorter one exposes its logic to a skim-reader, and makes it far easier to navigate.
-::Consider:
-Following an enforcement of the Security, the Noteholders rights to be paid amounts due under the Notes will be subordinated to (i) the Issuer’s share of all taxes owing by the Issuer, (ii) the Trustee’s fees, costs, charges, expenses and liabilities; (iii) certain amounts owing to the Agents and the Corporate Service Provider; (iv) fees of the Disposal Agent, Calculation Agent and/or Collateral Manager, any amounts owing to the Hedge Counterparty under the Hedging Agreement and any amounts owing to the Vendor under the Collateral Sale Agreement and (v) any other claims as specified in the Conditions as may be amended by the Issue Deed relating to the relevant Series of Notes, that rank in priority to the Notes. Such subordination could significantly reduce the amount of available proceeds receivable by the Noteholders following the liquidation of the Collateral or on an enforcement of the Security.
+===== Break it down into manageable pieces =====
+Break into sub-paragraphs. Breaking a long paragraph into a shorter one exposes its logic to a skim-reader, and makes it far easier to navigate. And may expose that the tortured logic is not really necessary. For example:
-::Compared with:
+Consider:
-Following an enforcement of the Security, the Noteholders rights to be paid amounts due under the Notes will be subordinated to:
+''<small>Following an enforcement of the Security, the Noteholders rights to be paid amounts due under the Notes will be subordinated to (i) the Issuer’s share of all taxes owing by the Issuer, (ii) the Trustee’s fees, costs, charges, expenses and liabilities; (iii) certain amounts owing to the Agents and the Corporate Service Provider; (iv) fees of the Disposal Agent, Calculation Agent and/or Collateral Manager, any amounts owing to the Hedge Counterparty under the Hedging Agreement and any amounts owing to the Vendor under the Collateral Sale Agreement and (v) any other claims as specified in the Conditions as may be amended by the Issue Deed relating to the relevant Series of Notes, that rank in priority to the Notes. Such subordination could significantly reduce the amount of available proceeds receivable by the Noteholders following the liquidation of the Collateral or on an enforcement of the Security.</small>''
-# The Issuer’s share of all taxes owing by the Issuer;
-# The Trustee’s fees, costs, charges, expenses and liabilities;
+Compared with:
-# Certain amounts owing to the Agents and the Corporate Service Provider;
-# Fees of the Disposal Agent, Calculation Agent and/or Collateral Manager,
+''<small>Following an enforcement of the Security, the Noteholders rights to be paid amounts due under the Notes will be subordinated to:</small>''
-# Any amounts owing to the Hedge Counterparty under the Hedging Agreement
+# ''<small>The Issuer’s share of all taxes owing by the Issuer;</small>''
-# Any amounts owing to the Vendor under the Collateral Sale Agreement and
+# ''<small>The Trustee’s fees, costs, charges, expenses and liabilities;</small>''
-# Any other claims as specified in the Conditions as may be amended by the Issue Deed relating to the relevant Series of Notes, that rank in priority to the Notes.
+# ''<small>Certain amounts owing to the Agents and the Corporate Service Provider;</small>''
-# Such subordination could significantly reduce the amount of available proceeds receivable by the Noteholders following the liquidation of the Collateral or on an enforcement of the Security.
+# ''<small>Fees of the Disposal Agent, Calculation Agent and/or Collateral Manager,</small>''
-::Now I don't claim this as elegant drafting by any stretch: it is terrible — though you should have seen how it started. Notice that as you break it up you notice that the punctuation is inconsistent and they forgot to peg out ''Hedge Counterparty amounts'' and ''Vendor amounts'' in the original drafting. And notice also how, as a [[legal eagle]], you are drawn into it, parsing the elements, and at the back of your mind wondering “''how can I fiddle with this to somehow make it better?''”
+# ''<small>Any amounts owing to the Hedge Counterparty under the Hedging Agreement</small>''
-:: Now consider this:
+# ''<small>Any amounts owing to the Vendor under the Collateral Sale Agreement and</small>''
-Before you are paid your Redemption Amount under the Notes the Issuer must first settle any liabilities it owes that rank ahead of payment obligations under the Notes, including amounts it owes the Trustee and Note services providers and its tax liabilities. This may reduce how much you ultimately receive under the Notes.
+# ''<small>Any other claims as specified in the Conditions as may be amended by the Issue Deed relating to the relevant Series of Notes, that rank in priority to the Notes.</small>''
+''<small>Such subordination could significantly reduce the amount of available proceeds receivable by the Noteholders following the liquidation of the Collateral or on an enforcement of the Security.</small>''
+Now no-one in their right might would claim this as elegant drafting by any stretch, but at least you can see its ''shape''. Notice, too, that as you break it up you start to see its flaws: its punctuation is inconsistent . They forgot to peg out ''Hedge Counterparty amounts'' and ''Vendor amounts''. And notice, too how, as a [[legal eagle]], you are drawn into it, parsing the elements, and at the back of your mind wondering “''how can I fiddle with this to somehow make it better?''”
+So, consider this:
+''<small>Before you are paid your Redemption Amount under the Notes the Issuer must first settle any liabilities it owes that rank ahead of payment obligations under the Notes, including amounts it owes the Trustee and Note services providers and its tax liabilities. This may reduce how much you ultimately receive under the Notes.</small>''
 * '''Consider columns''': Yes, that requires being a ninja at MS Word, but shorter lines of text are easier to read. Especially for “standard terms” documents. It also forces you to keep paragraphs shorter.