LEGAL GUIDE
Written by attorney Gregory James Glaser | Oct 23, 2011

Some tips to soften the harshness of a contract

Writing contracts in a fair, straightforward, and non-harsh manner ideally makes them more attractive to both the contracting parties and to the courts. Here are some tips to soften up your contracts: Instead of referring to "breach" or "default", use the terms "material breach" or "material default." Also, consider adding a 'grace period' to correct defaults and breaches. Omit indemnity clauses. By itself, the law already makes individuals responsible for the harm they cause.

Avoid non-compete and non-disclosure clauses. By itself, the law already provides great protection in this area over information that is private, confidential, etc. Rather than say that the other party must do something impossible (or very difficult), simply write that they should "take all reasonable efforts to..." Wherever you see the word "shall" or some other definitive word, consider adding also the words "reasonable" and "unreasonable" to qualify and clarify the obligation. Rather than utilize firm dates, use the word "approximately" before the desired date.

Avoid legalese.

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