As a quick example for my contract-drafting simulation course, I’ve broken up an excerpt from a recent update to Apple’s iCloud terms of service. (I reviewed the update as part of installing an upgrade to the macOS operating system.) The goal here is to Serve The Reader! by turning some Apple’s wall-of-words “spaghetti text” — borrowing a software term; hat tip: Dr. Guy Steele — into more-modular “macaroni text” that’s readily digestible by readers, not to mention easier to revise if necessary. (I’ve also tweaked some of the language to give the “client,” in this case, Apple, more operational flexibility.)
ORIGINAL:
I. REQUIREMENTS FOR USE OF THE SERVICE
* * *
E. Apple reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on your use of the Service, provided that Apple will give you 30 days’ advance notice of any material adverse change to the Service or applicable terms of service, unless it would not be reasonable to do so due to circumstances arising from legal, regulatory, or governmental action; to address user security, user privacy, or technical integrity concerns; to avoid service disruptions to other users; or due to a natural disaster, catastrophic event, war, or other similar occurrence outside of Apple’s reasonable control. With respect to paid iCloud services, e.g. iCloud+ as defined below, Apple will not make any material adverse change to the Service before the end of your current paid term, unless a change is reasonably necessary to address legal, regulatory, or governmental action; to address user security, user privacy, or technical integrity concerns; to avoid service disruptions to other users; or to avoid issues resulting from a natural disaster, a catastrophic event, war, or other similar occurrence outside of Apple’s reasonable control. In the event that Apple does make material adverse changes to the Service or terms of use, you will have the right to terminate this Agreement and your account, in which case Apple will provide you with a pro rata refund of any pre-payment for your then-current paid term. Apple shall not be liable to you for any modifications to the Service or terms of service made in accordance with this Section I.E.
DCT’S PARTIAL REWRITE — notice below how list items 1.5.1(1), 1.5.1(2), etc., are now worded so that they’d each “flow” correctly with the preamble of 1.5.1 even if all the other list items were deleted and the remaining list item was “merged up” into the preamble:
I.1. REQUIREMENTS FOR USE OF THE SERVICE [Arabic numerals are easier to cross-reference than Roman numerals]* * *
E.1.5. Apple reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on your use of the Service as provided in this section 1.5., provided that[Find and destroy just about all uses of “provided that”!!!]1.5.1 Apple will give you 30 days’ advance notice of any material adverse change to the Service or applicable terms of service unless
it would not be reasonableit would not be unreasonable to give less, or no, advance notice: [This change should make it slightly easier for Apple to justify doing something without notice.](1) due to circumstances arising from legal, regulatory, or governmental action;
(2) to address user security, user privacy, or technical integrity concerns;
(3) to avoid service disruptions to other users; or
(4) due to a natural disaster, catastrophic event, war, or other similar occurrence outside of Apple’s reasonable control.
1.5.2 With respect to paid iCloud services, e.g. iCloud+ as defined below, Apple will not make any material adverse change to the Service before the end of your current paid term, unless it would not be unreasonable to make the change in view of one or more of the items listed in section 1.5.1(1) through 1.5.1(4). [Let’s not repeat the list.]
a change is reasonably necessary to addresslegal, regulatory, or governmental action; to address user security, user privacy, or technical integrity concerns; to avoid service disruptions to other users; or to avoid issues resulting from a natural disaster, a catastrophic event, war, or other similar occurrence outside of Apple’s reasonable control.1.5.3
In the event that Apple does makeIf Apple does make one or more material adverse changes to the Service or terms of use, then you will have the right to terminate this Agreement and your account., in which case[Sunset: When is the deadline for the user to terminate here?]1.5.4 If you do terminate your account under section 1.5.3, then Apple will provide you with a pro rata refund of any pre-payment for your then-current paid term.
1.5.5 Apple
shallwill [“shall” is needlessly legalese-y here] not be liable to you for any modifications to the Service or terms of service made in accordance with this SectionI.E1.5.