Document Type

Article

Publication Date

2018

Abstract

Transactional lawyers are storytellers, although they may not think of themselves as such. They work with provisions and clauses to build trans-actional documents that encapsulate the wishes, hopes, and fears of the transacting parties to promote, guide, and control the relationship of those parties. Narratology, the theory of narrative, can provide a resource to transactional lawyers that facilitates the construction of a wide range of transactional documents, which can themselves be considered narratives.

The form documents that transactional lawyers use as starting points in the drafting process are already rife with narrative characteristics; they are embedded with characters and plots, and they tell the stories of the particular types of transactions.1 By way of illustration, a typical form employment agreement may represent the unequal bargaining power between the powerful employer and the weaker employee—in other words, it tells the widely recognized biblical story of David and Goliath.2 The provisions and clauses often contained in this form contract embody the predicament of the underdog who needs to overcome great obstacles to secure a victory that is against all odds. This may be seen, for example, in a form termination clause permitting the employer to fire the employee at its discretion, for any reason or no reason at all. Or in an arbitration clause requiring that the employee’s claims against her employer be decided by arbitration, while the employer makes no reciprocal promise.

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