Corporate transactional documents must be accurate, attractive, and polished. You can’t have spelling or grammatical mistakes, and formatting needs to be consistent. However, that’s easier said than done when you’re pressed for time with a tight deadline.
Of course, having a second set of eyes review your work always helps. But what if that second set of eyes was a computer rather than a person?
Computer-assisted review is an innovative and elegant solution. In the legal field, we usually think of this term in the e-discovery context, but it applies whenever a program helps a person accomplish a task. Computer-assisted review has been used by professional editors for years. A simpler term is “proofreading and editing” software. Such software doesn’t have to be complicated, and there’s no need for training. Here are two programs that work within familiar word processing software and can help you proofread your work:
PerfectIt checks capitalization of words, phrases, and headings; punctuation of bullet points and lists; hyphenation of prefixes, suffixes, terms of art, and defined terms; paired punctuation, such as quotation marks; presentation of numbers; and spacing between words and sentences. It also checks for and enforces the legal writing and style guidance found in The Red Book: A Manual On Legal Style by Bryan Garner and certain terms of art found in Black’s Law Dictionary.
PerfectIt is widely used by professional editors and has been retooled for use on legal documents such as complex corporate transactions. PerfectIt also now includes a built-in style sheet for lawyers called American Legal Style.
Contract Companion does an outstanding job of ensuring consistent substantive use of defined terms and legally operative phrases. The program guides you through the necessary review of checking defined terms for proper substantive use throughout. It can sort defined terms and prioritize the review based on risk.
You can also use Contract Companion to review cross-references, which are a key part of every contract. With it, you can check that each cross-reference accurately refers to the correct clause or section indicated and references a section, chapter, or term that actually exists in the document.
Bottom line: Software can’t replace lawyers. However, it can dramatically reduce the amount of time that must be spent on proofreading, while still leaving every editorial decision up to a lawyer. Proofreading and editing with the assistance of tools like PerfectIt and/or Contract Companion can help the senior lawyer who is overly-familiar with her written work to find errors that she may otherwise have skipped. It can also help junior lawyers to find errors that they may not have realized were wrong. For any lawyer, these are valuable tools for managing the details of your document and producing perfect work.
Ivy B. Grey is the author of American Legal Style for PerfectIt, which is a proofreading and editing program for lawyers that runs inside of Microsoft Word. It adds polish, reduces frustration, and saves non-billable time. She is also a senior attorney at Griffin Hamersky LLP and has been named by Super Lawyers magazine as a “Rising Star” in the New York Metro Area for four consecutive years.