Perspectives 
International Business Law
Modern Contract Language
Inaccurate, redundant, or outdated contract language causes problems. Here are some examples and suggested wording.
| Part of the Contract | ❌ Don’t Do This | ✅ Do This |
|---|---|---|
| Front | this Agreement | this agreement |
| Front | generic term “client, provider” etc. | “company name” |
| Front | the Parties | the parties |
| Definitions | shall mean | means |
| Declarations | “company name” hereby states | “company name” states that |
| Declarations | “company name” represents | “company name” states that |
| Declarations | “company name” represents and warrants | “company name” states that |
| Declarations | “company name” hereby acknowledges | “company name” acknowledges |
| Rights | is entitled to | may |
| Rights | is authorized to | may |
| Rights | is permitted | may |
| Rights | is allowed | may |
| Rights | reserves the right to | may |
| Rights | may but is not required to | may |
| Rights | shall have the right to | may |
| No Obligations | may refuse | is not required to |
| Obligations | will | shall |
| Obligations | agrees to | shall |
| Prohibitions | shall refrain from | shall not |
| Prohibitions | must not | shall not |
| Prohibitions | may not | shall not |
| Prohibitions | is not entitled to | shall not |
| Prohibitions | hereby waives the right to | shall not |
| Conditions | If “company name” shall receive a [notice] ... | If “company name” receives a [notice], it shall promptly notify [other party]. |
| Policies | This agreement shall be governed by [country] law. | This agreement is governed by [country] law. |
| Policies | This agreement will terminate [date]. | This agreement terminates on [date]. |
| Policies | This agreement shall terminate [date]. | This agreement terminates on [date]. |
Reference: Poleacov, P. (2025). Modern Contract Language. INN.LAW. https://inn.law/en/perspectives/modern-contract-language/