28 Dec Information Design: Layering
Many years ago, when I was new to the legal profession, I was assigned to review a large volume of contracts as part of due diligence for a business purchase. I was part of a team of six attorneys reviewing the documents, which were some fairly standardized contracts in the gas station industry. Gas stations have pretty similar contracts in regards to where they get their fuel, how much they pay, etc. The contracts typically range between twenty and twenty-five pages, but the company that hired us only needed to know about half a dozen key terms and anything that was out of the ordinary. That presents a particularly difficult situation when you are dealing with customers or clients. They often only want to know a few key details. Perhaps only the high-level executives need to know the basic information, and delegate their lawyers to dig into the details.
That is where we come up with the information design concept called layering.
Layering is a way of having a base contract with layers of relevant information added on top. A business owner or executive may not have the time to read everything and only need to know specific pieces of information.
There are a few ways that you can present this information in different layers. One easy way is to create skimable headings. You make the headings clear, visible and accurately stating the content of the section. The danger in a lot of contracts is that the heading doesn’t convey everything that is happening in that paragraph. It takes a great deal of discipline by the contract drafter to stick with a simple heading. If you find yourself adding a lot of concepts into the heading, then you should consider breaking it down into multiple headings.
Going back to the example of the due diligence task, one of the things we were doing is creating a contract abstract. The abstract was focused on the terms that the company identified as important. Interestingly enough, now there are artificial intelligence tools that can do this for you. We used to do this all by hand (yes, it is as boring as it sounds). That contract abstract could also be a very helpful layer. Think of it as the executive summary of the contract. The person that is presenting the contract to the customer can highlight the key points, and let them know how to utilize the various layers of relevant information. If you’re looking at delivery terms, you can summarize what they are in a road map.
Another interesting concept is something called a swim lane. Swim lanes show what each party is responsible for, whether individual or joint responsibilities. These are particularly useful when there is processes, planning, or project management whether the project length is months or years. People can keep track of who has what rights and responsibilities, and how things are counter balanced in the relationship. A lot of this layering allows a reader to identify their rights, the other side’s rights, and the shared responsibilities. This can be represented in a supplemental section, or within the contract itself.
When we are looking at layer concepts, we are looking at the idea of making it easy for your customer to see the contract and hit the high points, but still have access to all of the information underneath it so that they can know what their rights and responsibilities are.
Of course, you can have multiple layers. In this post I just shared a couple of my favorites. If you have questions about information design or how we can use layering to help you advance understanding, this may be one way to do it. Give us a call and we can talk about what we can do to help incorporate information design concepts into your contracts.