Started from The Bottom: An Articling Student’s Legal Drafting Experience using a Document Comparison Tool

March 04, 2016

Links from this article: draft a contract Clausehound non-disclosure agreement by utilizing legal software tools

“How has legal technology affected you?” This is the second perspective in a three part series.

In law school, my contract law course taught me all about the basic requirements that make for a valid contract:

  • offer:
  • acceptance;
  • consideration; and
  • meeting of the minds.

These requirements are obviously important to the drafting of a contract, but my **contract law course failed to teach how to actually [draft a contract](**

Just as my academic life ended my legal career life began. Being a freshly graduated law student, I began applying the knowledge collected over the never-ending law school years into a fast-paced demanding environment.

[caption id=“attachment_825” align=“aligncenter” width=“300”] The first nerve-racking interview as a fresh law graduate![/caption]

An articling student usually drafts contracts based on the precedents that senior associates have collected over the years of their career. Obstacles I experienced as a fresh grad, and new students often face in drafting legal agreements include:

  • how to make sense of variant language and clauses in agreements;
  • how to look out for potential issues in a complex agreement being reviewed; and
  • how to point out what important language is missing from the agreement.

At the beginning of your articling term, who would think that a clause as general as severability could be vital to an agreement? How do you know, off the top of your head, what exclusions to include in a confidentiality clause? What if, on top of having to understand general clauses, you also need to customize the clause to the client’s needs?

[caption id=“attachment_826” align=“aligncenter” width=“300”] The pressure is real, while also meeting strict deadlines from clients.[/caption]

The high-demand articling term which all law students love to hate is preparation for the real legal world. **Many senior peers push their law students to get into the habit of handling their own files by the end of their term - a way to prepare them for the associate life. **This expectation can be quite stressful for a student, especially where they are drafting or reviewing agreements without fully understanding the importance and repercussions of each clause. This is where innovations in legal drafting come in handy.

As I come close to the end of my articling term, I have gotten familiar with understanding the background of the legal documents I draft on a daily basis, with the help of online legal drafting and research tools. Piloting legal technology, such as Clausehound, has taken my articling experience one-step further by maximizing my understanding of various agreements’ frameworks and the importance of variant language.

For example, I often work on ‘parsing’ or ‘mapping’ non-disclosure agreements in order to determine gaps missing from a client’s standard non-disclosure agreement. Generally, the client wants to know what is missing from their agreement and why it’s important to include. At the click of a button, Clausehound can:

  • display what ought to be in the non-disclosure agreement;
  • iterate summaries of each clause’s purpose;
  • draft missing language to include in my client’s non-disclosure agreement; and most importantly
  • build a library of my very own, that will be available to me for the life of my career.

It has been argued that these technological tools will eventually put us out of work. However, I think that with the help of technological advances in the legal industry, we now have the **ability to speed up the development of our legal drafting skills. The legal drafting skills I have learned in a few short months, by utilizing legal software tools, are skills that would generally require months of an associate’s training and supervision.Technological tools also give a competitive advantage for years to come.** It takes a great lawyer many years to develop a library of ‘tight’, well-drafted legal agreements and their customized ‘style guide’. I’m sure I will have a deep library of legal knowledge to assist in future drafting and reviewing of various agreements while taking advantage of legal software compatible with cloud technology. I also get to develop hands-on legal software skills simultaneously with learning the legal profession – killing two birds with one stone!

[caption id=“attachment_827” align=“aligncenter” width=“300”] By utilizing legal software tools, the process of drafting contracts can be vastly sped up.[/caption]

As articling students, we are entering into a profession that has historically been bound by tradition and resistance to change. But the legal industry is changing, and as we prepare for the disruptive innovation storm, it is important to embrace technology instead of avoiding it. Rather than being a threat, legal technology tools can guide you into becoming a stronger legal drafter and expand your knowledge of the law for your client’s specific needs.

Stay tuned for the third blog in this series, to learn how an articling student has adapted in his work environment by using legal technology.

Long Form
Contract Drafting
Commercial Activities