Corporatese and Legalese

CORPORATESE AND LEGALESE

What is Corporatese?

•A manner of speaking that uses the most amount of words to give the least amount of information. Most often used by Upper Management when not wanting to, or be able to, give a direct answer. Very often used when put on the spot.

•The jargon used in corporations and other bureaucracies.

•Corporatese: “downstream impact”
meaning : “when this stops being our problem and starts being someone else’s”

•Corporatese: “outside the box”
meaning: “inside our Model”

•Corporatese: “accountability”
meaning: “finger-pointing”

•Corporatese: “Let’s take this offline”

meaning: “I don’t know enough about this topic to answer your question in this meeting, so let’s talk privately so I can call this same meeting again next week."
•Corporatese: “out of pocket”

         meaning: “I’m deleting any email you send me.”

•Corporatese: “our Model”
meaning: “Something no one has ever defined, but that helps us avoid answering questions directly.”

•Corporatese: “I need you to give 110%.”
meaning: “I wish we could hire another 10% of you.”

•Corporatese: “We need them to buy-in on this.”
meaning: “We need them to sell-out to us.”

What is Legalese?

•It is the formal and technical language of legal documents that is often hard to understand.

•It is the language used by lawyers that is difficult for most people to understand

Rule #1

 Do not use legal argot in an effort to "sound like a lawyer." There are many words and phrases one might associate with legal writing but which have a tendency to obscure the meaning of a sentence. The rule of thumb of modern legal writing is that a lawyer's language, whenever possible, must be clear and concise enough to be understood by a lay client. Do not use so-called legal terminology unless general terminology would be less precise.

        Undesirable: As stated heretofore, the landlord's conduct created, caused, and resulted in serious bodily harm and massive injuries, to wit: a broken and mangled left leg, lacerations to the aforementioned leg, and several broken digits on the foot attached to said leg, in witness whereof was the spouse of the injured party.

         Better: As stated, the landlord inflicted serious injuries on the tenant, including a broken left leg, lacerations to that leg, and several broken toes on the left foot. The altercation was witnessed by the tenant's spouse.

Rule #2

 Do not use long introductory phrases that add no special meaning. Use of phrases such as "the defense contends" and "it is important to emphasize that" generally add no substantive meaning to a sentence. Making matters worse, they prevent the reader from quickly reaching the important part of the sentence and may result in a loss of emphasis. As a general rule, one should get to the important point quickly.

Undesirable: The plaintiff contends that the landlord caused her injury by leaving a large ditch in the backyard.

Better: The landlord injured the plaintiff by leaving a large ditch in the backyard.

Rule #3

    Do use well-understood terms of art if they are more precise than general terminology and if you are writing to a professional audience. For example; The beginning law students will have difficulty knowing when a term of art is likely to be well understood, as they all are new to the beginner. However, as time progresses, new law students will develop an easy familiarity with terms of art and the decision whether to use them will be less difficult.

        Undesirable: In this case, which involves a group of corporate directors who failed to properly represent the interests of the shareholders, the plaintiffs can not bring their claim in federal court because the plaintiffs and defendants were all citizens of the same state and the only issues to be tried were matters of state law.

      Better: In this case, involving the breach of fiduciary duties by corporate directors, the plaintiffs can not proceed in federal court because there is neither diversity of citizenship nor any federal question. 

Other examples of words used by Lawyers

•Action in personam: Action "against the person", personal liability. As opposed to action in rem, which is an action for the recovery of a specific object, such as an automobile.

•Action in rem: Action "against the thing" as compared to personal actions (in personam). Usually, property is involved.

•Additur: The power of the trial court to increase the damage award made by a jury. There is no additur in federal courts.

•Amicus curiae: A friend of the court; a nonparty volunteers information.

•Estoppel: A person's own act. or acceptance of facts. which preclude later claims to the contrary.

•Et seq: An abbreviation for et sequentes, or et sequential "and the following," ordinarily used in referring to a section of statutes.

•Ex contractu: Arising from a contract.

•Hearing de novo: A full new hearing.

•Hearsay: Second-hand evidence, generally consisting of a witness's testimony that he/she heard someone else say something.

•Inter alia: Among other things.

•Mens rea: Literally, "guilty mind." The intent to commit a crime.

•Nolle prosequi: “I won't prosecute this"

•Nolo contenders: "I will not contest it.“

•Voir dire: "To speak the truth." Questioning potential jurors to determine any reasons for disqualification.