Learn about different ways to organise the first page of your agreement.
The front of the contract is arguably the most important part. The front typically consists of:
- the title (e.g., "DISTRIBUTION AGREEMENT"),
- the introductory clause containing information about the parties, date and type of the agreement,
- recitals, or preamble, which contains background information about the transaction, and
- the lead-in (e.g., "The parties hereby agree as follows…").
There are several ways to organise the front of the contract. In this post, we will review the US-style fronts, the UK-style fronts and the technique called ‘frontloading'.
Let’s start with the style most commonly used by drafters from the UK and the Commonwealth countries. A typical first page (assuming there is no cover page) looks like this:
Note that that the introductory clause is split into separate paragraphs.
This is different from the US practice, where the introductory clause is formatted as a single paragraph. Here is an example of a US-style contract front:
The introductory clause is formatted as a single paragraph. The US approach takes less space on a page but leads to bulky paragraphs that are harder to read.
Sometimes it is helpful to put the most frequently used contract information on the front page. This technique is called 'frontloading':
Unlike traditional contracts, frontloaded agreements display contract details of the parties, products, the term of the agreement, and other variable information on the first page. Business users often find it easier to work with frontloaded contracts as such an organisation reduces the time needed to find frequently used data.
Neither way of organising the first page of a contract is superior to the others. As with other legal design decisions, it is essential to think about the readers of your agreement.
If you want to learn more about contract drafting, check out this blog post.