No More Magic Spells: Plain Language Contracts

You have seen it a hundred times. A fifty-page supply agreement lands on your desk, dense paragraphs of legalese stacked wall-to-wall, and somewhere buried in clause 14.3(b)(ii) is the one sentence that actually matters to the business relationship. Your client's procurement team skims it, signs it, files it — and never looks at it again until something goes wrong.

This is the state of contracting in 2026. And it is, by any reasonable measure, broken.

The Magic Spell Problem

In a recent book chapter, contract design researchers Helena Haapio and Marcelo Corrales Compagnucci make a provocative comparison: traditional legal writing in contracts functions like a magic spell. The analogy is sharper than it sounds. Like spells, legal language relies on ritualistic formulas, inherited incantations, and specialised vocabulary that only initiates can parse. "Notwithstanding the foregoing," "including but not limited to," "time is of the essence" — these are not communication. They are performance.

The parallel goes deeper than metaphor. In ancient Roman law, the legis actio procedure required parties to recite specific verbal formulas to initiate a legal action. Get the words wrong, and your claim was void. Law as incantation. We like to think we have moved past this, but in practice, many contract clauses still function the same way. Under the US Uniform Commercial Code, for instance, disclaiming the implied warranty of merchantability requires you to use the exact word "merchantability." The magic word must be spoken.

The result is what the researchers call a "dark legacy": the accumulated weight of inherited templates, recycled boilerplate, and unchallenged drafting conventions passed down through generations. Old language gets embedded into modern clause libraries and contract management systems. Technology does not fix the problem — it amplifies it, spreading outdated formulations faster and wider than ever. Garbage in, garbage out, at scale.

Why the Spell Persists

If this is so obviously dysfunctional, why does it continue? Three reasons.

Institutional inertia. Very few contracts start from scratch. They begin as templates, which began as earlier templates, which inherited their language from legislation and court decisions decades old. No one questions the wording because no one wants the liability of changing it. The pressure to appear "professional" and "legal" reinforces the cycle.

Power dynamics. Research suggests that convoluted legal language is not merely a by-product of tradition — it is, in many cases, a deliberate choice. Complex language reinforces authority, invokes legitimacy, and maintains hierarchies. The more impenetrable the contract, the more powerful the drafter appears. This is not a conspiracy theory; it is a well-documented feature of professional language.

Fear of courts. Lawyers worry — not unreasonably — that simplified language might be ambiguous, that courts might interpret plain terms differently, that departing from "tested" formulations creates risk. This fear is real, but it is often overstated, and it produces a paradox: contracts designed to prevent disputes are so unclear that they generate them.

Breaking the Spell: Three Waves

The chapter traces three distinct waves of disruption that are dismantling the old model.

Wave 1: Plain Language

The plain language movement has been building for decades. Carl Felsenfeld and Alan Siegel's pioneering work on a user-friendly loan form for Citibank in 1975 laid the groundwork. The US Plain Writing Act of 2010 required government agencies to use clear communication. Many countries have followed suit. In Switzerland, the Federal Chancellery has long published guidelines on clear administrative language in all four national languages.

But plain language alone is not enough. A contract written in plain language can still look like a wall of text. The content is clearer; the experience is unchanged.

Wave 2: Visual Contract Design

The real visible disruption came through contract visualisation. Starting in the late 1990s, researchers began experimenting with diagrams, timelines, icons, and layered layouts in contracts. The breakthrough moment was 2016, when South African attorney Robert de Rooy introduced Comic Contracts — not comics about contracts, but comics as contracts. These proved legally binding, understandable to people with limited literacy, and gathered significant media attention worldwide.

WorldCC and its collaborators developed a Contract Design Pattern Library — an open-access collection of reusable design patterns for structure, language, navigation, layering, and visuals. Companies like Shell and Airbus have adopted these patterns. But scaling remained difficult. Visual formats were resource-intensive, hard to replicate, and often unsupported by contract management technology.

Wave 3: Generative AI

This is where the equation changes fundamentally. Since ChatGPT's release in November 2022, generative AI has made it possible for anyone — not just teams with design expertise — to simplify contract language, generate plain-language summaries, create layered layouts, and tailor contract content to different audiences. In seconds.

What matters here is not just speed — it is the shift in who can participate. Previously, contract simplification required a design team, a plain language specialist, and weeks of iteration. Now a single practitioner with a well-crafted prompt can produce a first draft that is clearer than what most template libraries offer. The democratisation of contract design is real and accelerating.

The chapter includes a compelling experiment. The authors took a sustainability model clause from the European Model Clauses (EMCs) — a dense, single-sentence paragraph packed with nested conditions and legal jargon — and asked ChatGPT to first identify the legalese, then rewrite the clause in plain language. The original clause was a 90-word sentence with three nested conditional structures, cross-references to defined terms, and an exception to an exception. The rewritten version split it into three short paragraphs with a bullet-point list of exceptions. The result was clear, structured, and preserved the legal meaning while making it accessible to a non-lawyer reader.

The tool did not stop there. It offered to create a layered version, a checklist format, and even — with characteristic enthusiasm — a "Contract SpellChecker." The point is not that AI gets everything right. It does not. The point is that it makes the first move from impenetrable to comprehensible trivially easy, removing the biggest barrier to adoption: the effort of getting started.

What This Means for Swiss and DACH Legal Practice

If you are practising in Switzerland, Germany, or Austria, you might be thinking: this sounds like an Anglo-Saxon conversation. It is not. The implications are directly relevant to your jurisdiction.

Swiss contract law is already flexible. The Swiss Code of Obligations (OR) places few formal requirements on contract language. Unlike common law jurisdictions with their "magic words" doctrine, Swiss law generally honours the intent of the parties. This means you have more freedom to simplify — and less excuse not to.

EU regulatory pressure is mounting. The EU AI Act, the Corporate Sustainability Due Diligence Directive (CSDDD), and supply chain legislation across Germany (LkSG) and the EU are creating new classes of contract clauses that must be understood and acted upon by non-legal stakeholders. If your sustainability clauses are unintelligible to the supply chain managers who must implement them, they are not just poorly drafted — they are operationally useless.

CLM systems are the next frontier. Contract Lifecycle Management platforms are beginning to incorporate AI and design principles, but most still treat contracts as text-only documents. The chapter argues that the real transformation will come when CLM vendors fully integrate plain language, visual patterns, and AI-driven simplification into their core workflows — not as add-ons, but as defaults. For firms advising on procurement or supply chain management, this is a procurement criterion worth raising with your clients' technology teams.

Client expectations are shifting. The anecdote in the chapter is telling: a business professional paid USD 5,000 for a convoluted legal memo, waited three weeks, then got the same advice from Claude (Anthropic's AI) in seconds, in clear language. "It basically said the same thing, except instantly and easy to understand." The post ended with "RIP most legal work." You can dismiss this as social media hyperbole, or you can recognise the signal.

The AI-Assisted Contract Designer

The chapter coins a term worth watching: the "AI-assisted contract designer." This is not a replacement for the lawyer — it is an evolution of the role. Instead of drafting impenetrable legal prose, the future-oriented lawyer works with AI to design contracts that people can actually use: layered, visual, plain-language documents that serve as collaboration scripts rather than filed-away legal artefacts.

This requires a mindset shift. From reactive to proactive. From risk-only to opportunity-inclusive. From "written by lawyers for lawyers" to "designed for everyone who needs to act on them."

The proactive law movement — which originated in the Nordic countries in the late 1990s and has gained momentum through legal design research — provides the intellectual framework. GenAI provides the tools. The combination is powerful.

What You Should Do Now

If you advise clients on contracts, three immediate actions:

1. Audit your templates. Pick your five most-used contract templates. Run them through a GenAI tool with the prompt: "Highlight every term or phrase that a non-lawyer would struggle to understand." The results will be sobering — and actionable.

2. Experiment with layered contracts. For your next significant agreement, create a two-layer version: a plain-language summary layer on top, full legal text beneath. This does not replace the legal text — it augments it with usability.

3. Rethink your value proposition. If your billable hours come primarily from drafting dense legal prose that AI can now generate in seconds, your competitive moat is eroding. The durable value lies in judgment, strategy, relationship design, and the ability to translate complex situations into clear, actionable agreements. That is what clients will pay for.

The magic spell of legal writing served a purpose — once. It maintained professional authority, signalled expertise, and created a barrier to entry. But in a world where AI can decode that language instantly, the barrier is gone. What remains is the question the chapter poses clearly: are your contracts tools for understanding and action, or are they rituals performed for their own sake?

The spell is breaking. The question is whether you are the one breaking it, or the one still casting it.