Lawyers don't include plain English because, in general, legal code cannot have comments which are not executable code. Imagine the sort of comments you would write if they were all executable (and you could not trivially break this constraint -- it's a metaphor, work with me).
The business danger is that your plain English suggests, or is ambiguous with regards to, the meaning of something which your legal code is not ambiguous about, and the court holds that the meaning extracted from the plain English is controlling because, well, if you hadn't intended it that way you're a billion-dollar corporation with a dream team and you should have been able to phrase what you actually wanted in the contract you had drafted.
What's something which could easily be misconstrued... ooh, vesting schedules. "We grant you 10,000 options with a 4 year vesting schedule of 2,500 options per year." Lawyers will probably not be that loose with language. For one thing, this doesn't address the somewhat significant issue of when those 2,500 options accrue -- if I end my employment on day 1,000, do I end up with 5,000 options? Or 6,843 options? Or, perhaps more significantly, is the maximum number of options accrued under this 10,000? Or 20,000? (Lawyers don't get a DWIM operator any more than we do, and "with" is one treacherous little beastie now isn't it.)
> in general, legal code cannot have comments which are not executable code.
Patrick, it's not unheard of for lawyers to include simple hypothetical examples to illustrate how the legal language is supposed to work.
And sometimes I've included footnotes explaining why certain provisions are phrased the way they are. I do so mainly to educate the other side, but also with later readers in mind [read: litigation counsel and judges].
"The business danger is that your plain English suggests, or is ambiguous with regards to, the meaning of something which your legal code is not ambiguous about"
That assumes that the legalese is less ambiguous than plain English. Quite often it's the other way around.
The business danger is that your plain English suggests, or is ambiguous with regards to, the meaning of something which your legal code is not ambiguous about, and the court holds that the meaning extracted from the plain English is controlling because, well, if you hadn't intended it that way you're a billion-dollar corporation with a dream team and you should have been able to phrase what you actually wanted in the contract you had drafted.
What's something which could easily be misconstrued... ooh, vesting schedules. "We grant you 10,000 options with a 4 year vesting schedule of 2,500 options per year." Lawyers will probably not be that loose with language. For one thing, this doesn't address the somewhat significant issue of when those 2,500 options accrue -- if I end my employment on day 1,000, do I end up with 5,000 options? Or 6,843 options? Or, perhaps more significantly, is the maximum number of options accrued under this 10,000? Or 20,000? (Lawyers don't get a DWIM operator any more than we do, and "with" is one treacherous little beastie now isn't it.)