Second Language Legal English
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The basic employment contract may be downloaded here. It is the same document that was used in the previous lessons.
In these lessons, I try hard to avoid grammar lessons, but sometimes it isn't possible. If I were to tell you that this one was about prepositions, you would be forgiven for closing this lesson and going straight to your social media platform of choice. The problem is that a lawyer cannot write accurately without choosing the correct preposition, and the mistake most commonly made by people using English as a second language is the incorrect choice of preposition. That's no one's fault; it's the fault of the English language, which is full of exceptions and rule-breaking.
What is a preposition?
The clue is in the name. It goes before [pre- and that's its position] a noun and signals a relationship with a word that precedes it. The most common pronouns are on, from, in, by, with, at, to, for and of. We will learn much more from this contract of employment about prepositions and how lawyers use them.
It's a contract of employment, between Graham Gover Limited and William Henry Gates. The company's office is at 123 High Street, and William is of 14050 Avenue Northeast. His employment started on 1 April 2023 and he is employed as a software engineer. He reports to his manager David Mattheson and he must comply with the company's rules, regulations and policies. His employment is conditional upon being permitted to work in the UK. He works during the hours of 9.00 am and 5.00 pm on Monday to Friday. He may take 20 days' paid holiday in each holiday year, which runs from 1 January to 31 December. There are rules about being absent from work under the contract.
Each of the emphasised words is a preposition, and you can see what I mean about the link between the words before and after it: employed as an engineer, absent from work, comply with the rules. They are easy to spot, but choosing the correct preposition when drafting a document is difficult for non-native English-speaking lawyers.
Take the example of contract of employment. The word that follows contract is not always of. When I work as a lawyer I have an agreement with my client which is a contract for services - my legal services to my client. It is a contract with my client. A contract under seal does not require consideration for it to be binding. The employment contract we are considering is a contract in writing, and it is a contract about the terms under which William is engaged.
The combination of words plus prepositions must be learned: it cannot be guessed, and there are no rules to guide you.
Not just one word
Prepositions may also be a combination of two or three words. In this employment contract, we can see the following:
Two-word combinations -
2.4 … similar to or competitive with our business or that of any Group Company
3.2 …by a further period of up to three months
5.3 All payments of Salary are subject to deductions for income tax
7.7 … holiday carried forward from the holiday year prior to the last holiday year
8.2 … absence from work due to illness or injury
12.2.2 … and appoint a successor to perform all or any such duties instead of you
13.3 … Any payment [made] paid pursuant to this Clause 13
14.5 … any information relating to our business
14.5 … data storage services provided by third parties
And three-word combinations -
2.1 … in accordance with the terms of this contract
5.1 … which will be paid in equal instalments in arrears on or about the last working day of each calendar month
7.5 … may refuse a request regarding the business's reasonable requirements.
8.2 In respect of absence of work due to illness or injury
9.4 … in accordance with our grievance procedure
13.2 … payment in lieu of notice [payment in lieu of notice means "in place of" or "instead of". Lieu is pronounced "loo"].
17.1 This contract is the entire agreement between you and us in relation to its subject matter
Signed for and on behalf of Graham Gover Limited.
Prepositions are of great value to lawyers
Contracts and legal agreements are written to limit the parties' conduct, and prepositions may be used to achieve this economically and clearly. For example, a contract for the sale of goods might seek to govern:
Quantity,
Condition,
Purpose,
Delivery method,
Place of delivery,
Location,
Time,
Date, and
Proviso.
And so you could write:
For quantity: Twenty boxes of tomatoes
For condition: Twenty boxes of tomatoes in saleable condition
For purpose: Twenty boxes of tomatoes in saleable condition for retail on 1 September
For delivery method: Twenty boxes of tomatoes in saleable condition for retail sale on 1 September to be delivered byrefrigerated car
For place of delivery: Twenty boxes of tomatoes in saleable condition for retail sale on 1 September to be delivered by car tothe Supermarket
For location: Twenty boxes of tomatoes in saleable condition for retail sale on 1 September to be delivered by car to the Supermarket at 123 High Street, Portland
For time: Twenty boxes of tomatoes in saleable condition for retail sale on 1 September to be delivered by car to the Supermarket at 123 High Street, Portland no later than 20:00
For date: Twenty boxes of tomatoes in saleable condition for retail sale on 1 September to be delivered by car to the Supermarket at 123 High Street, Portland no later than 20:00 on 31 August.
For proviso, Twenty boxes of tomatoes in saleable condition for retail sale on 1 September to be delivered by car to the Supermarket at 123 High Street, Portland no later than 20:00 on 31 August, unless cancelled in writing.
Exercise
Please reread the employment contract and underline all the prepositions noted above wherever they are found. You will learn the correct usage over time as you read English documents.