1. Concision
The contract should cover the whole transaction without leaving anything in doubt between the parties. However, the need to cover the whole transaction should not lead you to include unnecessary words within the contract. Covering the whole transaction does not mean wordiness. For example, in a merger agreement, “the company shall merge, consolidate, combine and unite” would be improper – “the company shall merge” would be concise and sufficient. Clauses should be concise without sacrificing the core content of the contract – a clause can be concise but insufficient. Concision is not a matter of word count; the meaning determines the number of words to use. Besides, if the parties rely on a poorly drafted precedent instead of taking great care in choosing concise words, it may result in absurdity because the Courts will interpret the document as presented.
2. Consistency
Words should be used consistently throughout the contract. For example, it would be improper to use the word “transfer” to mean “sell” or “assign” in different clauses within the same contract. If you are using a word in more than one sense in the same contract, for example in the ordinary and technical sense, you should specify which particular sense applies in the different clauses. This also applies to party names: if you decide to call a party “SL”, do not later refer to that party as “the Company, or SL, as defined elsewhere in this contract.” This may cause confusion and may lead to errors and ambiguity if you use the word “Company” to refer to another party in yet another part of the same contract.
3. Completeness
Do not split an issue into more than one clause because this can make the contract ambiguous and create a conflict between the clauses. Every clause should be complete. For example, if a clause deals with insurance and indemnity, it would be improper to have one clause dealing with how the parties will procure insurance, and then another clause dealing with the indemnity arising from the insurance. As far as possible, the clause should have a logical arrangement showing, for example, how the parties will procure insurance, the benefits, and the consequences of not doing so. Every clause should be comprehensive concerning its content so that cross-references are as few as possible, or eliminated altogether. However, completeness does not mean making the contract any longer than it should be in the name of “comprehensiveness”. Making a contract unnecessarily long makes it less comprehensible.