“You keep using that word. I do not think it means what you think it means.”

Perhaps you do. But do others?

Terms of art and professional jargon play a valuable role in many fields. They help professionals speak to one another with efficiency and precision. But arcane language can often be confusing to those people who are outside of the circle. That can include many people who have a stake in a transaction.

When drafting business documents, terms of art should always be used sparingly. When included, they must be defined clearly. That might make the documents longer and wordier, but the meaning of the documents will be much more apparent to others who might read them in the future. Would an agreement full of technical jargon make sense to less technical investors or business partners? In the event of litigation, would the intent of the parties be clear to a judge or arbitrator? How about a jury? Could a lack of clarity be used against you?

Take the time to spell it out. You never know who will need to understand it 5, 10, or 20 years from now.

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