Plain language contracts are transforming the way businesses communicate legal terms by eliminating unnecessary jargon and making agreements more accessible and easier to understand.
When contracts are filled with complex legal language, misunderstandings can arise, leading to disputes or delays in closing deals. Many businesses, for example, find that clients struggle to understand unclear terms related to pricing or cancellation policies, which creates friction and mistrust. Shifting to plain language contracts helps avoid these issues, making your terms clear and accessible to all parties involved.
Our commercial contract lawyers can help you simplify your agreements without compromising on legal precision, ensuring your contracts are practical tools for building stronger, more transparent relationships.
Contents:
Why don’t lawyers use plain English in commercial contracts?
A commercial contract should make the deal clear: what each party has agreed, where the risks sit and what happens if things don’t go to plan. That doesn’t mean every contract needs to be short. Some detail is necessary, and lawyers may use established wording because its legal effect is well understood or because a particular distinction matters.
The key is to avoid complexity for its own sake. A well drafted contract should be clear enough for the people running the business to understand and use, while still giving the protection you may need if circumstances change or a dispute arises. Done well, plain English can make contracts easier to negotiate, manage and enforce.
For consumer contracts, clarity is also a legal requirement: written terms must be transparent, expressed in plain and intelligible language and be legible. There isn’t an equivalent general statutory requirement for business to business contracts, but the commercial benefits are much the same, clearer terms, fewer misunderstandings and a document that is easier to work with in practice.
Why not agree a contract over the phone or by email?
A contract doesn’t always need to be contained in a formal document. Depending on the circumstances, you can form a binding commercial contract orally, by email, electronically or through the parties’ conduct. The problem is usually not the format. It’s proving exactly what was agreed.
English law also generally accommodates electronic execution of documents, provided the legal formalities applying to the particular document are met.
Contracting informally can create several practical problems:
- Disputes over whether a contract exists – a phone call or email exchange can create a binding contract if the legal requirements for contract formation are satisfied. Problems arise when the correspondence leaves it unclear whether the parties intended to be legally bound, whether they had agreed all essential terms or whether the deal remained ‘subject to contract’. If there is a dispute, a court may ultimately have to determine what the parties objectively agreed. We cover this in more detail in our article on whether emails are enforceable contracts.
- Arguments over the precise terms – the email may agree that the seller will deliver but it may be silent on how delivery will occur and the timescale. That level of detail can be important if you are buying fresh produce or time sensitive goods
- Silence on key points – an email exchange is unlikely to go into detail, such as the mechanism for agreeing price rises or trigger points for the termination of the contract. Sometimes the law may supply or imply a term even where the contract is silent, but you shouldn’t assume a court will fill every gap in the way your business would want. Leaving commercially important issues unresolved can create uncertainty, disputes and additional cost.
The goal isn’t formality for formality’s sake. It’s creating a reliable record of the deal so both businesses know what they need to do.
If you have questions on commercial contracting by email or contract disputes, contact our commercial contract lawyers to see how we can help.
What are the benefits of using plain English in commercial contracts?
The basic problem is that lawyers tend to talk, write and think like lawyers and they are not challenged to change their ways. Plain English in commercial contracts tries to:
- Balance clarity with appropriate protection. Recent supply chain disruption, geopolitical events and sharp changes in costs have all shown why contracts need to deal with unexpected events. But detail alone isn’t enough. A force majeure clause, for example, only helps if its wording covers the event and its consequences and the contractual requirements for relying on it are met. Depending on the deal, price review, change-control, renegotiation or termination rights may be just as important. Using schedules can make a lengthy contract more user-friendly.
- Be easy on the eye while also using tried and tested wording. There can be value in using established wording where its legal effect is reasonably well understood. That doesn’t mean unclear drafting should be preserved simply because it is traditional. A commercial lawyer can often keep the legal protection behind an established clause while making its structure and practical effect easier for the business to understand.
- Speed up negotiations as what is on offer and amendments are clearer so taking instructions is quicker. It is easier for the other party to say yes if they understand what you are offering. Reducing contract negotiation time is a big bonus for most businesses and enables you to focus on implementing the contract
- Boost your brand and improve business relationships. Clear terms make responsibilities easier to understand and can build trust across relationships with suppliers and customers. If you contract with consumers, transparency also has a specific legal significance: written consumer terms must be plain and intelligible and legible.
- Help with the contract life cycle and review process. if a contract is worded clearly, it is easier to manage contractual risk, to spot breaches or to call for a contract review.
At Harper James, we have found that working with SMEs and in-house legal teams to create clear, practical contracts helps build trust. It also makes the agreement more useful once lawyers step away.
Reviewing your commercial contracts
Whether you need our commercial lawyers to review a contract drafted by you or your in-house legal team, or you want us to update an older agreement as part of your contract lifecycle management process, we can help spot gaps and issues that may not have been covered during negotiations. Adding the right clauses at this stage can help protect your business, reduce risk and potentially save you time and money in the future.
Not every contract needs a detailed price adjustment formula or an extensive list of termination triggers. Whether those clauses matter depends on the deal, the length of the relationship and the risks your business is taking.
You might, for example, negotiate a right to terminate on notice even where the other party hasn’t breached the contract. Whether that is commercially acceptable will depend on matters such as bargaining power, committed costs, minimum terms and the consequences of termination. Or you might, with price rises and inflation, want to include detailed price rise formulas to protect your profit margins.
Covering the ‘what ifs’ increases the length of the contract, but provided the ‘what ifs and extras’ are written in plain English, there is a balance to be struck between a short contract and a medium length contract that offers your business additional protections and reduces litigation risk. The more useful question is whether every clause earns its place. A well drafted contract should give your business appropriate protection without becoming so complicated that nobody outside the legal team wants to use it.
Creating plain language contracts
Plain language is especially useful where a contract needs to be understood by commercial, marketing and operational teams, not just lawyers. For example, a sponsorship agreement should clearly explain each party’s rights, obligations, deliverables, brand permissions and termination rights so the arrangement can be managed confidently day to day.
If you sell to consumers, clarity also helps with legal compliance. The Consumer Rights Act 2015 requires written consumer contract terms and notices to be transparent. The Competition and Markets Authority’s updated 2026 guidance also emphasises that businesses should present terms clearly so consumers can understand their rights and obligations and make informed decisions.
There is another important reason to keep consumer terms clear. If wording in a consumer term can have more than one meaning, the interpretation most favourable to the consumer will generally prevail.
With the help of our commercial contract lawyers, you can create bespoke agreements that meet your needs and enhance your business relationships. Contact us today to learn how we can bring simplicity and clarity to your legal documents.
Clear drafting isn’t about making contracts simplistic. It’s about making the legal protection work in the real world.
