Spirit of the age. [volume] (Woodstock, Vt.) 1845-1913, 1910-10-01
FINE LEGAL WORK
The Drawing Up Of a Big Mort
gage a Serious Matter
CLOSE ANALYSIS OF WORDS.


Whore the Document 10 TO BE Used NJ
q 6asis For an Issue Of Bonds an Elk
pert on Definitions 10 Employed--5is
Expense and Big Fees involved.
Drawing up n big mortgage. espe-
tially when IL Is TO be the basis for an
issue OF bonds Il is desired TO dispose
Of in the open market. Is a task far
greater than most people have any
idea of. Sometimes months OF con-
tinaous labor elapse between the be-
ginning OF the irst draft and the dnai
approval Of the last revised copy by
those most directly concerned. The
primary object OF such a formidable
legal instrument is. OF course. to define
clearly and exactly what the mortga-
gor viii do. The Individual or COM
pany In whose favor the mortgage is
drawn, however. through his attorney
seeks to protect himself from every
possible contingency. Some OF these
possibilities that are sought to be
guarded against appear to be absurd
to the lay mind
Some years ago a boat line whose
vessels piled on a certain river desir-
ed 10 mortgage its property and issue
bonds. One of the provisions of the
legal instrument provided what should
be done in the event of the river dry
ing up or becoming impossible to navi-
gate. AS the stream was a mighty
food of water at all seasons. the pos
sibility of this contingency arising
seemed out OF all reason, but the attor-
neys for the mortgage insisted upon
Its insertion. Nothing has happened
to the river as yet.
The commonest weakness OF a mort
gage and one that may escape the
ordinary eye Is not the use of the
wrong word to express the desired
meaning. but the use of not exactly
the right one. After the mortgage has
been worked into shape SO that its
provisions are satisfactory to both
sides the lawyers who draw the mort
gage In the FIRST instance prepare a
list of words about whose meaning
they fear there may be some dispute
and turn this list over to the expert
etymologist who is in charge of the
library in every big Office. This man
prepares report which shows not
only the dictionary definition of each
one of these words, but also furnishes
a list of all legal decisions that have
been made relative to its exact signifi-
canoe. This expert. being advised of
the particular shade OF meaning II is
desired to convey. also furnishes an
opinion as to what is the right word.
supporting his statement by a list of
such legal decisions as may apply. All
these reports are carefully bound to-
gether and become a part Of the mass
of papers. sometimes weighing many
pounds. that accumulates while the
mortgage Is being drawn. They are
fled away when 1t Is finished.
After the mortgagor's counsel have
completed drawing up the instrument
as they think II should be 1t passes to
the attorneys on the other side. who
pick as many flaws as possible in 1t.
They. too. pay special attention to the
exact meaning OF words. and frequent
ly their experts question the defini-
lions Of those on the other side. After
the two firms of attorneys have settled
all their differences the mortgage Is
generally submitted to another set of
expert legal advisers, who criticise 1t
from every possible point of view. All
! this takes a great deal OF time and
costs great deal OF money.
The total legal expense of drawing
up big corporation mortgage fire.
quently runs into more than a hundred
thousand dollars. 1t is not uncommon
for a single firm OF experts to receive
as high as $4,000 for criticising and
correcting one of these important legal
documents. When 1t has been tested
In every possible way and is finally
passed upon and approved 1t is print
ed. 1t may cover between 100 and 200
pages and contain from 10000 to $4,000
words. The latter Is about the num-
Der in novel of the ordinary size II
the interests affected have property
In more than one county or state the
mortgage has to be recorded In each
OF these.
1t is not until all this work has been
done that the bonds secured by the
mortgage are placed on the market
7. s. Dayton in New York Tribune