So many are clamoring for guidance from lawyers right now. And so many lawyers are clamoring to be trusted advisors. Time pressure, high stakes, and ever-evolving rules make clear writing invaluable these days. But are we doing all we can?
Let’s apply some clarity tips to a typical BigLaw client alert I came across. The alert is one of many that tackle the maze of new programs seeking to infuse cash into small businesses. But the writing bleeds with so much data that it could overwhelm the intended audience.
Help is on the way.
Who does what, not what is what
Readers want to see themselves in what we write. But when we structure sentences around legal constructs and other abstractions, we make it harder for clients and other readers to relate.
Take this sentence from the alert and note the structure:
The interim final rule does not provide guidance regarding the application of affiliation rules to small business size determinations . . . but does note that such guidance will be issued shortly.
Now imagine an anxious business owner trying to decipher this image of interim rules not providing guidance regarding application of other rules to small business size determinations.
Let’s convert the sentence instead into a story about the Small Business Administration and lenders:
In issuing its interim rule, the SBA did not clarify how the affiliation rules apply when lenders determine the size of a small business, but it said that it would issue more guidance soon.
Three for one
When you refocus sentences on parties and what they do, you’ll often find it easier to cut words and reorder phrases logically.
Consider this original sentence:
While eligibility determinations rely on the “totality-of-the-circumstances,” there are certain factors that a lender must consider, depending on the program, for loan eligibility.
Now let’s recast the sentence around lenders deciding, cut the repetition of “eligibility,” and rearrange:
In deciding whether a small business qualifies for a loan, a lender must consider certain factors even as it applies a totality-of-the-circumstances standard.
Order out of chaos
Finally, you can enhance these techniques with numbered lists, bullet points, and examples.
Take this original paragraph:
These loans are generally not eligible for forgiveness, although advance grants up to US$10,000, as described above, need not be paid back if an EIDL application is subsequently denied. Furthermore, an EIDL loan may be forgiven if it is refinanced under a PPP loan depending on the date the EIDL loan was taken out. If an applicant receives an EIDL advance under the CARES Act but is approved for a 7(a) loan instead, the advance amount is reduced from the amount of the loan eligible for forgiveness under the 7(a) program.
Whoa. We can do a lot here to make this flood of dense information digestible.
Here’s a start:
If you receive a loan under the EIDL program, you will eventually have to pay it back. But here are two exceptions.
- If the lender denies your EIDL application, you will not have to pay back any advance grant of up to $10,000.
- If you do take out an EIDL loan and later refinance it under a PPP loan, your EIDL may be forgiven depending on when you took it out.
If you receive an advance grant under the EIDL program but are later approved for a PPP loan, before the lender forgives the PPP loan it will first deduct the amount of the advance grant.
- Example: You receive a $7,000 advance grant under the EIDL program. You are later approved for a $50,000 PPP loan. If you qualify for loan forgiveness for the PPP loan, only $43,000 will be forgiven.
Clients are more anxious than ever. The best way to help is not to saturate them with your knowledge but to make them feel smart. A little work behind the scenes—recasting sentences, addressing the reader directly, adding helpful lists and examples—can lighten the load on readers and draw them to your advice.