Creating legal documents can be something like playing with Legos. How so, you might ask? Well, typically lawyers assemble new and individualized documents—contracts, briefs, opinions—by plugging together existing sentences and paragraphs from a kit of previously prepared precedents (i.e., the building blocks).
Now, to continue the Lego analogy, consider how long it took to assemble that complicated Lego pirate ship with your child. Then think how quickly the ship was de-constructed when those Lego pieces were needed for a new project.
Taking Away Is More Efficient Than Adding To
The point is that it’s almost always quicker to deconstruct than it is to construct, whether it’s Legos, a jigsaw puzzle or a legal document. You can apply the de-construction concept and save yourself a lot of time when constructing new documents. The idea is, rather than start with a precedent or template file that you add to, you start with one you subtract from. It’s much faster that way.
Creating the Precedent File: It Goes Something Like This
Some lawyers use document generation software to assemble their new documents, but not everyone has access to those systems. Fortunately, there is much you can do with your existing word processing software to more efficiently create precedent files and draft new documents.
A lot of legal documents follow a formula. For example, many start with a definition section, then move through a number of boilerplate clauses, then move on to a number of similar specialized clauses, finally ending in some clauses unique to that particular document.
To construct a new precedent file, open up your last half-dozen files for a particular kind of document and pull in almost everything (and more) that you’ll likely need in a new agreement. Note that for this process to work quickly, efficiently and accurately, you need to understand your word processing software and use it effectively—in particular auto-numbering paragraphs, applying Styles and working in Outline View.
Here are the steps to follow to create a new precedent or template file:
- Start with the boilerplate paragraphs. Construct your new precedent file so that all the boilerplate clauses are at the beginning of the agreement. It’s important for all the boilerplate to be “out of the way” of the coming deconstruction, by being at the top of the file and not scattered throughout.
- Place the “everything else” paragraphs. Order the remaining information (which you’ve grabbed from your representative files) from most to least likely to be included in future agreements—all of it goes into this one template file. Input in this order—from most used to least used—because you will be deconstructing from the bottom up. Deleting from the bottom up allows you to mass delete unneeded paragraphs.
- Use Automatic Outline Numbering combined with Heading Styles. Every paragraph gets an auto-numbered, properly styled heading followed by the text of the paragraph. (Hint: Make it easy on yourself by using default heading styles—don’t get fancy, it doesn’t help.) Sub-paragraphs get treated the same way, all the way down the line. It’s crucial that all are properly auto-numbered and styled—no manual numbering or manual formatting allowed. You may need help with this from an experienced assistant.
- Now, save this file until you need it to create a new document.
Quickly Creating a New Document: Working in Outline View
When you’re ready to use the new precedent or template as the basis for a new document, open it and work in Outline view, displaying only the Styled Headings (collapse the paragraph text so it doesn’t display). You’ll clearly see the structure of your document. Be sure to rename your new document (Save As). Now, here is where the magic of deconstruction happens:
- Working from the bottom of the agreement up, select and remove the headings that are not relevant to your new draft. If you’ve styled and auto-numbered properly, all text associated with the headings you delete will also be deleted and the remaining paragraphs will renumber automatically.
- You can multi-select and delete batches of headings and all the associated text will delete at the same time.
- When your deconstruction is complete, switch back to normal view and add in your new custom paragraphs.
Remember, whenever you draft a completely new paragraph, add it into your precedent file, too. Take care to analyze its proper placement based on how often you think you might use it—and don’t forget to auto-number and style the heading for that new paragraph.
And You’re Done!
That is how you deconstruct faster than you can construct. Not all agreements lend themselves to this process, but many do. Some may seem too structurally complicated to fit into this formula, but they can be accommodated by way of multiple precedents.
Now, with this under your belt, you’ll be on your way to adding an automatic table of contents, auto-updated cross-references (all of which are easier to do than you think) and auto-updating fields (never type that month and year again)!
Your word processing software won’t perform all the magic of document generation software, but with effective use, it can come close. And if you start small, with a short agreement, you’ll quickly get comfortable with this approach and be ready to move on to bigger and bigger documents.
Vivian Manning is the IT Manager at Barriston Law LLP in Barrie, Bracebridge and Cookstown, Ontario. Prior to moving into IT, Vivian practiced law at Barriston LLP (formerly Burgar Rowe PC) primarily in the area of Municipal Land Development, with of 17 years in private practice before switching to the IT side of the law office.