## Celina Frade *

## Generic variation across legislative writing: A contrastive analysis of the UNCITRAL Model Law and Brazil's Arbitration Law

## Abstract

The nature of legislation is to control human relations and actions by words. Legislative writing displays relative uniformity though, as a genre, some variations are allowed across legal systems, as in the case of arbitration laws. This article focuses on the generic variation  of  two  arbitration  laws:  the  UNCITRAL  Model  Law  on  the  International Commercial Arbitration  (hereafter  UNCITRAL)  and  the  Brazilian  Arbitration  Law 9.307/1996 (hereafter BAL). Arbitration is an alternative form of confl  ict resolution based upon the free will of the parties to invest arbitrators, (not the judiciary) with the jurisdiction to settle disputes in a contract of commercial nature. The claim is that the analysis (at surface level) of textual organization and legislative style in the data cannot account alone for an explanation of how legislative information is functionally realized in order to achieve its communicative intent. To explain this we, therefore, also consider how  legislative  information  is  packaged  by  means  of  some  textualization  devices (qualifi  cational insertions, binomial and multinomial structures and textual-mapping) and conclude by showing how recontextualization is realized in the data by means of generality, fuzziness and vagueness of terms and expressions.

## 1. Introduction

Law is a social institution which comprises both a set of (predominantly written) codes of laws to regulate human relations and processes for applying them and disputing their application (Gibbons 1999). In the two  main  contemporary  legal  systems  -  the  common  law  and  the civil  law  -  legislation  is  the  largest  and  the  most  powerful  source of law and appears in several forms of genres, such as enacted laws

* Celina Frade celinafrade@uol.com.br

45

(acts of parliament, statutes or normative acts), and judicial decisions, formulated  in  a  highly  specialized  and  contextually  dependent  language.

As a genre, legislative writing displays relatively uniform features across legal systems while variations are also allowed due to historical developments  and  the  imposition  of  societal  norms  wherein  they apply. Nowadays, with the (pre)dominance of English as the language of  international  trade  and  business,  there  has  been  a  tendency  for uniformity and standardization in transnational legislation to optimize global communication, as in the case of arbitration. Also, legislation across legal system can display variations in their textual organization and in the strategic use of textualization devices.

This article focuses on the generic variation of two arbitration laws: the UNCITRAL Model Law on the International Commercial  Arbitration (hereafter UNCITRAL) and the Brazilian Arbitration Law 9.307/1996 (hereafter BAL) 1 . It starts with a brief account of the common law and the civil law legal traditions and their law languages. Next, we approach legislative  writing  as  a  genre  and  its  varia  tions  according  to  legal system's usage. Then, we provide a detailed description of the data and a contrastive analysis of their textual organization and legislative style. We move on to show how legislative information is packaged in the laws in relation to the following textualization devices: qualifi  cational insertions, binomial and multi  nomial structures and textual-mapping. To conclude, we approach le  gis  la  tive recontextualization and its relevance to law interpretation in terms of generality, fuzziness and vagueness of terms and expressions. We round off the article by suggesting further research.

1   The original text of the UNCITRAL is available at: www.uncitral.org. The original text  of  the  BAL  is  available  only  in  Portuguese  in  the  issue  of  the  Offi  cial  Gazette [ Diá  rio Ofi  cial ] dated Tuesday, September, 24, 1996. Due to its length, it has not been attached to this article. A free translation of some of its clauses in English is provided in the examples and the original version in Portuguese is provided in footnotes.

## 2. Legal systems and their languages

Legal systems vary according to the origins and historical developments they encode. Likewise, law-making processes and 'rhetorical thought patterns'  (Widdowson  1979:155)  display  variations  as  expressed  in par  ticular  conventions of description and argument in the use of law languages,  including  legislative  writing,  across  (and  within)  legal systems.

The common law and the civil law are the two main contemporary legal systems. The common law, developed in England from the time of the Norman Conquest (A.D. 1066), was spread throughout the world by the British Empire. Its fundamental principles are based on court decisions together with individual cases, on the doctrines implicit in those  judicial  decisions  and  on  customs  and  usages  rather  than  on co  difi  ed  written  laws.  However,  in  the  contemporary  common  law coun  tries, there is also an increasing bulk of enacted law, 'due to the interventionist  policies  of  the  state'  (Dascal  and  Wróblewski  1991: 428).

In contrast, the civil law, based on Roman law and the canonic law as  codifi  ed  in  the  French  or  Napoleonic  Code  (894),  established  a systemic and principled legal method. It is framed by political histories which led to codifi  cations of law and a 'bureaucratic view of the courts as instruments of democratic state power' (Campbell 1996). The main source of law is the enactment of normative acts which are regarded as  'unilateral  decisions  of  the  competent  state  organ'  (Dascal  and Wróblewski 1991:428).

The common law has produced a legal language which is detailed, technical and generally conservative, revealing the great antiquity of the system. The text, and not its intent, is the most important source of  interpretation;  it  restricts  the  judges'  interpretations.  Much  of  the terminology  used  in  the  common  law  legislation  today  can  only  be explained by going back to medieval times in England and it still displays orality residues of oral arguments used in court in its early history (Hogue 1986 and Danet and Bogoch 1994).

The language of civil law favors a rather intelligible and simple style since it is supposed to be understood by the ordinary citizen who, on the other hand, has to rely on legal advice to have their rights assured. The fundamental assumption is that no interpretation can be dissociated from a 'general legislative intent covering all legal relations within the national society' (Campbell 1996) and the role of the court is to treat the text as a guide only and to establish the details of its application in specifi  c cases.

In both legal systems, legislative writing can be regarded as a relatively uniform genre with permissible variations according to its usage.

## 3. Legislative writing: variations of the same genre

In  order  to  achieve  its  goal  to  control  actions  and  activity  types  by words,  legislation  has  developed  'norms,  routines  and  interactional patterns, so that we could talk about 'genre' being associated with [it]' (Linell  1998a:239).  Thus  as  a  genre,  legislative  writing  is  based  on relative  ly similar rhetorical practice organized around recurrent actions or  situations  whereby  we  understand  situations  that  are  comparable, similar  or  analogous  to  other  legislative  situations  (Miller  1984). More  strictly,  legislative  writing  refers  to  'obligatory  solutions  to [the] specifi  cally communicative  problems'  [the  author's  emphasis] (Luckmann  1989:160)  of  regulating  human  relations  and  restoring social order in case it breaks down 2 . However, in spite of generic similar  ity,  we do fi  nd per  missible generic variations in legislative writing across legal systems which cannot be 'adequately appreciated unless the context in which they operate is taken into account' (Akman 2000: 753).

2   See Danet 1980 and 1984 for a comprehensive account of this issue.

Legislative writing

(communicative

genre)

relatively uniform

relatively diverse

Figure 1: Variation in legislative writing variation in legal system's usage variation in context of situation

Figure 1: Variation in legislative writing

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Figure 1 depicts the possible variations within the genre in question, following Quirk et al . (1985:31). The vertical poles represent a 'moreor-less' opposition: the upper pole of the fi  rst vertical corresponds to the  features  of  greatest  uniformity  which  comprise  'the  main  stable, common core' or the prototypical features of the genre and the lower pole of the fi  rst vertical corresponds to the 'area of fl  uctuation' (p.31). The  second  vertical  represents  the  situations  in  which  there  may  be permissible fl  uctuations either in legal system's usage (the higher pole) or in the context of situation (the lower pole). In this case, 'deviations from the prototypical central core' allow a much more fl  exible approach in determining the genre than its classifi  cation into clear-cut categories (Paltridge 1995:395).

Legislative genre, like any discourse, genre or text, is also embedded in a ' matrix of contexts made up from an array of different contextual  resources '  (Linell  1998b:144).  The  contexts  of  legislative inter  pre  tation  are  construed  as  satisfying  some  presuppositions  of what is shareable and shared by the law-maker and the law-interpreter/ applier. On the production side, the law-maker has the authority of the legislature (standing for the sovereign power or the government) and is  assumed to be a competent user of legal language and of relevant rules of legal reasoning; on the reception side, there are those subject to the legislation (the audience) and the law-interpreter/applier, who is assumed to have access to the following contextual resources: a legal language,  the  situational  context  of  legislation,  the  relevant  rules  of legal  language,  a  legal  system  and  directives  of  legal  interpretation (Dascal and Wróblewski 1991).

The UNCITRAL and the BAL are instances of generic variations of  legislative  writing.  Both  regulate  the  same  activity  type  -  the constitution of arbitration - providing for the defi  nition of the situation for  the  parties,  the  description  of  their  joint  activities  bounded  by  a set  of  routinized  phases or moves and the guidance for proper interpre  tation/application  of  actions  and  events  lodged  within  them.  The description  of  the  data  and  a  detailed  surface  level  analysis  of  their textual  organization  and  legislative  style  are  the  topics  of  the  next section.

## 4. The data

The  UNCITRAL and the BAL provide for  the  rules  and  process  of constitution  of  arbitration  at  both  national  and  international  levels. Arbitration is a means of settling controversies arisen out of contractual transactions  which  has  become  increasingly  popular  worldwide.  It consists  of  an  alternative  dispute-resolving  process  -  different  from the  classical  lawsuit  -  based  upon  the  free  will  of  the  parties  who invest arbitrators with the power to decide upon the dispute and whose decision  has  the  same  effect  as  a  judicial  sentence. Among  its  main advantages are secrecy, speed, low costs and, according to De Orleans e Bragança (1999:20):

/…/ the absence of solemn forms, the possibility of judgment by equity and/or free choice of law to be applied. Furthermore, the arbitrators offer neutrality in the settlement of the issue involving parties of different nationalities, and judge with technical specialization.

Arbitration is very often referred to as a supranational lex mercatoria due  to  the  multiplicity  and  variety  of  arbitral  solutions  based  upon equity, general rules of law and common practice of international trade. Moreover, the spread of international arbitral treaties, conventions and associations and the 'identifi  cation, mobility and transnationality in the application of arbitral rules' [the author's emphasis] in case of ad hoc, national or international arbitrations have contributed to its increasing popularity (Garcez 1999:179).

The UNCITRAL was adopted by the UN Commission on International Trade Law (UNCITRAL) in June 1985. It was designed in view of 'the desirability of uniformity of the law of arbitral procedures and the  specifi  c  needs  of  international  commercial  arbitration  practice' since,  according  to  a  global  survey,  national  laws  on  arbitration  revealed  'considerable  disparities'  as  to  individual  provisions  and solu  tions  and  also  in  terms  of  development  and  refi  nement.  The UNCITRAL aims at constituting a 'sound and promising basis for the desired  harmonization  and  improvement  of  national  laws',  covering all stages of the arbitral process: from the arbitration agreement to the recognition and enforcement of the arbitral award. It refl  ects the worldwide consensus on the principles of international arbitration practice and gives fl  exibility to the states to prepare new arbitration laws. And it  also  claims  to  be  acceptable  to  all  states  and  the  different  legal  or economic systems of the world and hence it can be followed 'as closely as possible'.

In Brazil arbitration has  only  attained  global  status with  the enactment of the BAL by former President Fernando Henrique Cardoso on 23rd Sep  tember 1996, which was partly inspired by the UNCITRAL (more details in Frade, 2003). On the socio-legal level, the BAL forms part of the democratization process which the country has gone through in the last decades, providing Brazilian citizens with a free, modern, quick and more cost-effective access to justice. On the cultural level, not only does the BAL represent the birth of 'a new disputing culture' within  national  legal  practice  and  institutions  towards  mediation and  arbitration  but  also  within  the  'subjective  perspective'  (Zariski 2000) of Brazilian legal practitioners as far as their new roles in legal globalization are concerned.

Next we will examine the 'outward appearance' (Widdowson 1979: 61) of the data with regard to textual organization and legislative style.

## 4.1.  Textual organization

The  UNCITRAL  and  the  BAL  display  relatively  uniform  textual organization (see Table 1) and a rhetorical 4-move 'arbitration' interchange pattern (Frade 2002a). The layout is meant to serve as a visual device to identify and separate the component parts of the rule, numbered or  lettered  headings  and  subheadings,  presented  in  a  rather  arbitrary order. Provisions are loosely organized as a 'colony discourse' type, according to Hoey's metaphor (1986:4): they are similar to 'beehives' or 'ant-hills' insofar as each section is a self contained organism (like bees and ants) as part if its colony (the law itself) and has no utility separated from it.

The UNCITRAL follows the rules of contract drafting more closely than of statutes or legislation (see Child 1992 and Trosborg 1997). It has a long capitalized title - 'UNCITRAL MODEL LAW ON INTERNATIONAL COMMERCIAL ARBITRATION'-, the number of the document - 'United Nations document A/40/17, Annex I' - and a short explanation as to the subject-matter and the day of the enactment in brackets - (As adopted by the United Nations Commission on International Trade Law on 21 June 1985.).

The UNCITRAL has 5.263 words and 173 paragraphs. It is divided into  eight  chapters  and  thirty-six  articles.  Headings  are  used  for  the chapters and subheadings for articles, whereas the numbering of items follows an interrupted numerical sequence from the fi  rst article until the last one and employs cardinal numbers between brackets. It also in  cludes a defi  nition section (Article 2) for the wanted meaning of the terms 'arbitration, 'arbitral tribunal' and 'court'. A footnote in Article 1  (1),  provides  that  the  term  'commercial'  should  be  given  a  'wide inter  pretation so as to cover matters arising from all relationships of a commercial nature, contractual or not'. The terms defi  ned in Article 2 do not take usual initial capitals, which can be explained by the fact that as a model law, it leaves to the parties discretion to provide for a more detailed defi  nition of these terms in other contexts of application.

The BAL is shorter than the UNCITRAL and has 4.003 words and 161 paragraphs. It follows strictly the Decree 4.176/2002 that provides for Brazilian legislative drafting style (see Frade 2003). The title contains  the  number  and  the  date  of  the  enactment,  'Law  no  9.307,  of Sep  tember 23, 1996', followed by the short title 'Provides for arbitral proceedings'.

The  BAL is organized into seven chapters, forty-one articles and forty-nine paragraphs. The articles are numbered in ordinal numbers and its symbol ' o ' and the paragraphs are marked with the symbol '§' pre  ceding  an  ordinal  number.  Capitalized  headings  are  given  only to  the  chapters  and  there  are  no  subheadings  for  the  articles,  which makes it more diffi  cult to deduce the details of the subject-matter. The preference is to provide more general headings for the chapters which results  in  'information-overlap'  and  a  lack  of  logical  sequence. The BAL does not display a defi  nition section and adheres to the civil law drafting tradition of defi  ning terms, when necessary, within the body of the document and without using initial capitalization.

| UNCITRAL                                                                                                                                                                                                                                                                                                                                                                                                                                                           | BAL                                                                                |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------|
| Chapter I. General Provisions Article 1. Scope of application Article 2. Definitions and rules of interpretation Article 3. Receipt of written communication Article 4. Waiver of right to object Article 5. Extent of court intervention Article 6.Court or other authority for certain functions of arbitration assistance and supervision                                                                                                                       | Chapter I. GENERALPROVISIONS 2 Articles 2 Sections                                 |
| Chapter II. Arbitration agreement Article 7. Definition and form of arbitration agreement Article 8. Arbitration and substantive claim before court Article 9. Arbitration agreement and interim measures by court                                                                                                                                                                                                                                                 | Chapter II.ARBITRATIONAGREEMENTAND ITS EFFECTS 10 Articles 11 Sections 1 Paragraph |
| Chapter III. Composition of arbitral tribunal Article 10. Number of arbitrators Article 11. Appointment of arbitrators Article 12. Grounds for challenge Article 13. Challenge procedure Article 14. Failure or impossibility to act Article 15. Appointment of substitute arbitrator                                                                                                                                                                              | Chapter III. THEARBITRATORS 6 Articles 11 Sections 1 Paragraph                     |
| Chapter IV. Jurisdiction of arbitral tribunal Article 16. Competence of arbitral tribunal to rule on its jurisdiction Article 17. Power of arbitral tribunal to order interim measures                                                                                                                                                                                                                                                                             | Chapter IV.ARBITRAL PROCEEDINGS 4 Articles 11 Sections 1 Paragraph                 |
| Chapter V. Conduct of arbitral proceedings Article 18. Equal treatment of parties Article 19. Determination of rules of procedure Article 20. Place of arbitration Article 21. Commencement of arbitral proceedings Article 22. Language Article 23. Statements of claim and defence Article 24. Hearings and written proceedings Article 25. Default of a party Article 26. Expert appointed by arbitral tribunal Article 27. Court assistance in taking evidence | Chapter V. THEARBITRALAWARD 11 Articles 5 Sections 4 Paragraphs                    |

Table 1: the textual organization of the UNCITRAL and the BAL

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| Chapter VI. Making of award and termination of proceedings Article 28. Rules applicable to substance of dispute Article 29. Decision making by panel of arbitrators Article 30. Settlement Article 31. Form and contents of award Article 32. Termination of proceedings Article 33. Correction and interpretation of award: additional award   | Chapter VI. RECOGNITIONAND ENFORCEMENT OF FOREIGNARBITRATIONAWARDS 7 Articles 2 Paragraphs   |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------|
| Chapter VII. Recourse against award Article 34. Application for setting aside as exclusive recourse against arbitral award                                                                                                                                                                                                                      | Chapter VII. FINAL PROVISIONS 3 Articles                                                     |
| Chapter VIII. Recognition and enforcement of awards Article 35. Recognition and enforcement Article 36. Grounds for refusing recognition or enforcement                                                                                                                                                                                         |                                                                                              |

Unlike the UNCITRAL, the BAL may be regarded as a 'macro hybrid speech act' 3   which  combines three types of speech acts and the two performers of the act contained in this formula. Its 'declarative' formula - 'I make known' - is presented in the beginning of the document in which the grammatical and real subject of the sentence is the President who 'declares' something. The National Congress performs one of its attributions to 'decree' the law and then the President also performs his/ her other attribution to 'sanction' the law. The predicate 'the following Law' is a place holder since 'the real subject, extra-posed to the end of the sentence is the entire text of the law' (Kurzon 1986:11):

I make known that the National Congress decrees and I sanction (the entire text of the law that follows).

It is also worth pointing out that, in both laws, most of the individual ar  ticles, sections and paragraphs are performative each with their own explicit performative verbs such as 'agree', 'decide', 'challenge', 'request', and so on.

3   See van Dijk 1977 for a detailed account of 'macro speech act' and Hancher (1979) for 'hybrid speech act'.

## 4.2.  Legislative style

The  UNCITRAL displays  some  traditional  features  of  common  law legislative style albeit being rather easifi  ed in its attempt to serve as a model law for other states. The typical sentence is rather long, complex and consists of two or more coordinated main clauses and/or have one or more subordinate clauses that function as an element of the sentence, respectively  (Quirk et  al 1985).  Sentence  length  and  complexity  are also explained by the strategic use of self-contained and all-inclusive sen  tences, the way information is packaged (see section 5), and recontextualization (see section 6).

However, most of the characteristics which account for complexity in common law legislative style have been traditionally associated with legal English in general and do not have any legal signifi  cance. Rather, they  are  regarded  as clichés or  mannerisms,  'to  which  lawyers  can claim neither priority or monopoly' (Mellinkoff 1963:24).

Self-contained  sentences  condense  all  the  necessary  information within their syntactic boundaries so that their interpretation does not depend necessarily on what is written previously or subsequently. On the other hand, all-inclusive sentences show the typical legal concern with  explicitness  and  precision  in  an  attempt  to  cover  all  future contingencies and to avoid ambiguities at all costs (Mellinkoff 1963 and Bhatia 1993).

Here is an example of a 87-word-long sentence in the UNCITRAL.

- [1] Article 13. Challenge procedures (3) If a challenge under any procedure agreed upon by the parties or under the procedure of paragraph (2) of this article is not successful, the  challenging  party  may  request,  within  thirty  days  after  having received notice of the decision rejecting the challenge, the court or other authority specifi  ed in article 6 do decide on the challenge, which decision shall be subject to no appeal While such a request is pending, the arbitral tribunal, including the challenged arbitrator, may continue the arbitral proceedings and make an award.

The BAL follows closely the Brazilian legislative style and its plain and  reader-friendly  (though  formal)  style  seems  to  rely  heavily  on the tacit shared knowledge of Brazilian legal professions who use the text as a guide only (Maley 1987 and Bhatia 1993). In contrast to the UNCITRAL, the BAL displays short and simple sentences with little explicitness and not totally self-contained in that their interpretation is subordinated to a set of more general provisions from which it cannot and should not be dissociated (see section 6).

Example [2] below is the corresponding 38 word long sentence of [1] in the BAL

- [2] 15 th Art. The party interested in challenging the refusal of the arbi  trator shall present, in accordance with art. 20, the respective  request  directly  to  the  arbitrator  or  the  chairman  of  the arbitral  tribunal,  explaining  his  reasons  and  presenting  due evidence 4 .

Textual organization and legislative style are easily recognizable when analyzing the texts per se. This textual approach is concerned with how the language system is formally manifested and with the quantitative analysis of 'what linguistic forms occur and how frequently' (Widdowson 1979:57). However, these surface features alone cannot explain how legislative information is functionally realized in order to achieve its communicative  intent.  Our  next  discussion  then  will  focus  on  how legislative information is packaged in the laws by analyzing the following  textualization  devices:  qualifi  cational  insertions,  binomial  and multi  nomial structures and textual-mapping.

## 5. The packaging of legislative information

The term 'information (or linguistic) packaging' has been used to refer to phenomena 'having less to do with the content of an utterance than with the way that content is wrapped up and presented to the [reader]'(Chafe 1984:21). Although the author is concerned with information status in spoken discourses  (Chafe  1976  and  1984),  our  concern  here  is  with the restricted values which certain linguistic elements take on, or are textualized, in the packaging of information in the data.

In  legislative  genre,  textualization  devices  include  qualifi  cational in  ser  tions, binomial and multinomial structures, textual-mapping and  recontextualization.  Although  these  devices  are  not  necessarily displayed in the same way across law languages and their occurrence are not frequent and systematic enough to be associated with the genre, they tell us 'what the forms count as communication, how they express elements of discourse'(Widdowson 1979:57).

4 Art. 15. A parte interessada em argüir a recusa do árbitro apresentará, nos termos do art. 20, a respectiva exceção, diretamente ao árbitro ou ao presidente do tribunal arbitral, deduzindo suas razões e apresentando as provas pertinentes.

## 5.1.  Qualifi  cational insertions

Qualifi  cational  insertions,  or  qualifi  cations,  can  be  defi  ned  as  explanatory or  restrictive  pieces  of  information  inserted  immediately  next  to  the item it is supposed to specify in the provision. As Bhatia (1993) points out, without qualifi  cations, the provision would be too general and of universal application. The inserting of various qualifi  cations within the boundaries of legislative sentences increases the degree of the syntactic discontinuity  and  information  load  in  the  provisions  causing  serious reading problems (Bhatia 1984, Kurzon 1985 and Berman 1989).

There are three types of qualifi  cations in legislative sentences which provide three different types of information about the provision. The preparatory  qualifi  cation  outlines  the  description  of  the  provision  to which the rule of law applies; the operational qualifi  cation adds information to the operation of the provision and the referential qua  l  ifi    cation specifi  es  the  'inter-textual  nature  of  the  legislative  pro  vision'(Bhatia 1993:114-115). Here is a typical instance of a legislative sentence with qualifi  cational insertions in the UNCITRAL:

- [3] Article 12. Grounds for challenge

(1)  When  a  person  is  approached  in  connection  with  his  possible ap  point  ment  as  an  arbitrator,  he  shall  disclose  any  circumstances likely to give rise to justifi  able doubts as to his impartiality or inde  pendence.

An arbitrator,  from  the  time  of  his  appointment  and  throughout  the arbitral  proceedings,  shall  without  delay  disclose  any  such  circumstances to the parties unless they have already been informed of them by him.

By verticalizing the provision above, the syntactic discontinuities become more clear.

- [4] Article 12. Grounds for challenge

(a)  When  a  person  is  approached  in  connection  with  his  possible appointment  as  an  arbitrator, he  shall  disclose  any  circumstances likely  to  give  rise  to  justifi  able  doubts  as  to  his  impartiality  or independence.

(b) An arbitrator, from the time of his appointment and throughout the arbitral proceedings, shall without delay disclose any such circumstances to the parties unless they have already been informed of them by him.

In sentence (a), the underlined and italicized provisionary clause is a preparatory qualifi  cation and the subsequent underlined clause applies to the description prefaced in it. In sentence (b), there are two italicized operational qualifi  cations which interrupt the normal sequence of the sentence: the fi  rst one, after the subject 'an arbitrator', specifi  es when and how long the arbitrator shall disclose the circumstances mentioned and the second one discontinues the sentence after 'shall' to provide for a  specifi  cation.  In  the  same  sentence,  the  operational  qualifi  cation  in bold is restrictive to everything that precedes it.

In the BAL, sentences are shorter and there are fewer explicit qualifi  cational insertions, which contribute to a lighter level of information load. However, there are some 'invisible' or implicit quali  fi  cations recontextualized in the provisions and their specifi  cations are to be found in the more general codifi  ed laws as the codes and the constitution (see section 6). Let us analyze an example of qualifi  cational insertions in the BAL:

20 th  Art. The party which intends to challenge matters related to the competence, suspicion or impediment of the arbitrator or arbitrators, as well as the nullity invalidity or ineffi  cacy of the arbitration agreement, shall make it in the fi  rst opportunity it has to manifest itself, after the

- [5] Chapter IV. Arbitral Proceedings commencement of arbitration 5 .

By verticalizing [5], we can visualize one long underlined operational qualifi  cation after the subject 'the party' and another one in the end of the sentence.

5 Art. 20. A parte que pretender argüir questões relativas à competência, suspeição ou impedimento do árbitro ou dos árbitros, bem como nulidade, invalidade ou inefi  cácia da convenção de arbitragem, deverá faze-lo na primeira oportunidade que tiver de se manifestar, após a instituição da arbitragem.

- [6] 20 th Art. The party which intends to challenge matters related to the competence, suspicion or impediment of the arbitrator or arbitrators, as  well  as  the  nullity  invalidity  or  ineffi  cacy  of  the  arbitration agreement, shall make it in the fi  rst opportunity it has to manifest itself, afte the commencement of arbitration.

Here is a more typical instance of the simplicity of qualifi  cation insertions in the BAL:

- [7] Chapter III. The arbitrators § 5 th . The arbitrator or the chairman of the tribunal shall appoint, if they deem convenient, a secretary, who may be one of the arbitrators 6 .

Syntactic discontinuity and complexity caused by qualifi  cational insertions  are  quite  typical  in  the  UNCITRAL  provisions  for  the  sake  of expli  citness and precision. The same does not hold for the BAL as sentences are shorter and implicit qualifi  cations prevail.

## 5.2.  Binomial and multinomial structures

In  English  legislative  genres,  binomial  and  multinomial  structures are typical integrative devices to make legislative writing technically ac  curate  and  all-inclusive  which  also  provide  several  possibilities or  alternatives  for  interpretation  and  application  of  the  provisions (Gustafsson 1975, Bhatia 1993).

Binomials are word pairs or pairs of syntactic sequences connected by a lexical link, usually 'and' or 'or'. There are at least three reasons for the use of binomials in legal English: the need for technical accuracy, the need for precision for the vagueness of the fi  rst term and the application of interpretive theory through which the second term serves as  a  translation  to  the  former  (Gustafsson  1984).  On  the  other  hand, multinomials are extended nominal binomials that are meant to express the linguistic device of 'an enumerative sequence [which] may contain several members, according to the varying situation in the topic we are talking about' (Gustafsson 1975:17).

6 Capítulo III - DOS ÁRBITROS

§ 5o . O árbitro ou o presidente do tribunal designará, se julgar conveniente, um secretário, que poderá ser um dos árbitros.

Although these phenomena contribute to the formality, length and complexity of the sentences, they paradoxically make provisions more transparent insofar as all omissions are supplied for the reader to prevent him/her from drawing unwanted inferences.

Let us examine some lexical binomials and multinomials displayed in the UNCITRAL:

Table 2: Lexical binomials and multinomials in the UNCITRAL

| BINOMIALS                                                                                                                                                                                                                                     | MULTINOMIALS                                                                                                                                                                                                                                                     |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Null and void Commenced or continued Before or during Arbitrator or arbitrators The court or other authority specified in article 6 Independent or impartial Impartiality or independency Recognition and (or) enforcement Award or agreement | Letters, telex, telegrams or other means of telecommunication Admissibility, relevance, materiality and weight Any errors in computation, any clerical or typographical errors or any errors of similar nature Correction, interpretation or an additional award |

Syntactic  binomials  and  multinomials  are  also  very  common  in  the UNCITRAL.

- [8] Article 15. Appointment of substitute arbitrator. Where the mandate of  an  arbitrator  terminates  under  article  13  or  14  or  because  of  his with  drawal from offi  ce for any reason or because of the revocation of  his  mandate  by  agreement  of  the  parties  or  in  any  other  case  of termination of his mandate, a substitute arbitrator shall be appointed according to the rules that were applicable to the appointment of the arbitrator being replace.

Let us visualize the structure of this multinomial:

Figure 1

<!-- image -->

Here  the  sentence  is  discontinued  syntactically  by  the  insertions  of the options provided by the clauses initiated by 'or'. A more complex binomial structure is shown below:

Figure 2

<!-- image -->

Binomial and multinomial structures are not typical in Brazilian legal terminology and syntax. Although lexical binomials and multinomials are more frequent than syntactic ones they are sparse and do not share the same rhetorical and historical values as in common law legislative writing. In the BAL, we see both phenomena in example [6]: the binomial 'arbitrator or arbitrators' and the multinomials 'competence, suspicion or impediment' and 'nullity, invalidity or ineffi  cacy'.

The few syntactic structures, as in [9] below, are quite simple compared to the UNCITRAL:

```
[9] Chapter II. Art.4. § 1 st  The commitment clause shall be in writing, and may be inserted
```

in the contract itself or in a separate document referring thereto 7 .

The vizualization below shows the simplicity of a syntactic binomial structure in the BAL.

```
The commitment clause shall be in writing, and may be inserted in the contracts itself Or in a separate document referring thereto.
```

Figure 3

## 5.3.  Textual-mapping

In legislative writing, textual-mapping is a type of intratextual recontextualization (see section 6) which serves a text-cohering function to relate various (sub)sections of the same provisions in order to reduce information  load  at  a  particular  point  in  the  text  (Bhatia  1984  and 1993). Textual-mapping involves three main operations: a) spatial and syntactic breaking up of the legislative provision into several itemized or numbered subprovisions; b) indexing the various subprovisions for ease  of  reference  and  c)  forward  and  backward  intra-textual  crossreferencing to place subprovisions in a wider textual context (Bhatia 1984:6).

7 Capítulo  II.  Art.  4  o.  §  1o  A  clausula  compromissória  deve  ser  estipulada  por escrito, podendo estar inserta no próprio contrato ou em documento apartado que a ele se refi  ra.

Both the UNCITRAL and the BAL make frequent use of textualmapping devices. Let us examine some examples in the data.

- [10] Article  6.  Court  or  other  authority  for  certain  functions  of arbitration assistance and supervision The functions referred to in articles 11(3), 11(4), 13(3), 14, 16(3) and 34(2)  shall  be  performed  by…[Each  State  enacting  this  model  law specifi  es the court, courts, or where referred to therein, other authority competent to perform these functions.]

In  [10],  the  legal  content  in  the  UNCITRAL  provision  is  drastically reduced  at  that  point  by  postponing  fi  ve  further  references  to  'longdistance' subsections, indicated by the underlined qualifi  cation above, 'to remind the reader not to read the provision out of context' (Bhatia 1984:6).

- [11] 12th Art. The arbitral commitment shall terminate if: I- any arbitrator declines, before accepting the appointment, provided that  the  parties  have  declared,  expressly,  not  to  accept  a  substitute arbitrator; II- any arbitrator dies or is rendered incapable of voting, provided that the parties have declared, expressly, not to accept replacement; and III-  if  the  time-limit  referred  to  in  Art.  11,  incise  III  has  expired, provided that the interested party has notifi  ed either the arbitrator, or the chairman of the arbitral tribunal, granting him a ten-day period for the preparation and the presentation of the arbitral award 8 .

In [11], the lengthy article of the BAL is broken up into three incises, indexed by ordinal numbering. In incise III, the reference of the underlined qualifi  cation is backward and is employed to avoid repeating the provision already mentioned in Article 11, incise III.

8   Art. 12. Extingue-se o compromisso arbitral:

Iescusando-se qualquer dos árbitros, antes de aceitar a nomeação, desde que as partes tenham declarado, expressamente, não aceitar substituto;

IIfalecendo ou fi  cando impossibilitado de dar seu voto algum dos árbitros, desde que as partes declarem, expressamente, não aceitar substituto; e

III-  tendo expirado o prazo a que se refere o art. 11, inciso III, desde que a parte inte  ressa  da  tenha  notifi  cado  o  árbitro,  ou  o  presidente  do  tribunal  arbitral, con  ce  dendo-lhe o prazo de dez dias para a prolação e apresentação da sentença arbitral.

Table 3 below summarizes the textual organization and textualization devices displayed in the data.

Table 3: Textual organization, textualization devices and their degree of signifi  cance in the data

| TEXTUAL ORGANIZATION AND TEXTUALIZATION DEVICES                                   | UNCITRAL    | BAL                         |
|-----------------------------------------------------------------------------------|-------------|-----------------------------|
| Textual organization                                                              | traditional | traditional                 |
| Legislative style                                                                 | easified    | traditional                 |
| Qualificational insertions Binomials and multinomials structures Textual-mapping: |             |                             |
| Self-containedness                                                                | high        | low                         |
| All-inclusiveness                                                                 | high        | medium                      |
| Information load                                                                  | heavy       | light                       |
| Information spread                                                                | condensed   | spread and cross-referenced |
| Transparency                                                                      | high        | low                         |

Let us now consider legislative recontextualization - more specifi  cally the way in which its general, fuzzy, and vague terms and expressions help interpret the law.

## 6. Legislative recontextualization

One  of  the  most  striking  features  of  legal  language  is  the  strategic use  of  'fuzzy  sets'  as  sources  of  interpretation  'which  enables  us  to construe the discourse in a more fl  exible manner' (Wagner 2002b:351). Linguistic concepts such as 'fl  uidity', 'vagueness' 'fl  exibility' and 'uncertainty' are used quite interchangeably by the author to argue that it is the goal of legislative discourse to employ a quite restrictive frame but  without  affecting  its  understanding.  'Flexibility',  'vagueness',  as op  posed  to  'certainty',  'explicitness'  and  'precision'  in  the  language of legislation is also approached in Maley (1987 and 1994). Although these concepts share the characteristic of conveying imprecise or unspeci  fi  ed  information,  they  are  mostly  overlapping  and  not  properly distinguished according to the values they acquire in them legislative genre as tokens of recontextualization.

Recontextualization 9  is a dialogistic property of texts (discourses and genres) which provides for 'the dynamic transfer-and-transformation' of something from one discourse/text-in-context (the context being in reality a matrix or fi  eld of contexts) to another' (Linell 1998a:154). In other words, recontextualization involves the relocation of text parts or aspects of text from one text to another where the relocated elements are subject both to textual change and changes in meaning. These selected 'quoted' parts of texts are used as resources in creating new meaning in the 'quoting text' and its new communicative contexts (p.155).

But what parts or aspects of text can be recontextualized? According to Linell (1998b:145):

Aspects of discourse which can be recontextualized include linguistic expressions, concepts and propositions, 'facts', arguments and lines of argumentation, stories, assessments, values and ideologies, knowledge and theoretical constructs, ways of seeing things and ways of acting towards them, ways of thinking, and ways of saying things.

A  legislative  genre  is  quintessentially  recontextualized  insofar  as  it is constructed 'as a mosaic of quotations' as a response to preceding and  to  subsequent  discourses  and  can  be  repeated  with  varying  degrees of reinterpretation (Kristeva 1986:37). Viewed in a synchronic perspective, it provides framing devices to the genre into ordered, unifi  ed and bounded texts by means of the generation of textuality; viewed in a diachronic perspective, it orders the genre in historical and social terms (Briggs and Bauman 1992).

There are two main types of recontextualization in the legislative genre  -  intratextuality  and  intertextuality,  -  both  of  which  are  manife  sted  linguistically  by  means  of  terms  (words)  and  expressions. Intra  textuality  concerns  the  relations  between  or  within  sections  and subsections by means of textual-mapping, as seen in section 5.2.

Intertextuality  is  wider  in  scope  and  terms  and  expressions  are available  as  'resources  with  potentials'  [author's  emphasis]  (Linell 1998a:119) to be interpreted interactively with contexts in routinized ways. Thus, although word meanings are relatively stable over time, they are, at the same time, constantly open to negotiation and accommo  dation either in local (articles, sections and paragraphs) or external contexts of legislation.

9 Similar concepts  appear  in the literature with other terminologies  such  as re  spon  siv  eness (Bakhtin 1986), intertextuality (Kristeva 1986), interdiscursivity (Fairclough  2001)  and  addressivity,  other-orientedness  and  other-orientation  (Linell 1998a).

Intertextual recontextualization typically involves explicit cross-referencing to other legislation or legal texts. In [12] above, the under  lined explicit cross-referencing in the BAL acts metaphorically as a locus to recontextualize the two articles of the Code of Civil Procedure in a new context of application.

- [12] 36 th Art.  It  is  applied  to  the  homologation  for  the  recognition  or enforce  ment of the arbitral award, as it may apply, the provision under arts. 481 and 484 of the Code of Civil Procedure 10

Also, intertextuality involves implicit shared specialized knowledge of the meanings of legal principles, concepts and proceedings which are culturally  independent and commonly associated with the profession and which ensures 'suffi  cient uniformity' to allow for regular and reliable  legislative  interpretations  (Dascal and Wróblewski 1991). This type of recontextualization is underlined in [13] below taken from the BAL.

.  The  parties  may  freely  agree  on  the  rules  of  law  that  shall  be applied to arbitral proceedings provided that there is no violation to

- [13] Chapter I- General Provisions §1 st good customs and public policy 11 .

And perhaps the most relevant of all, intertextuality concerns the legal knowledge of the meanings of the pragmatic generality, fuzziness and vagueness of terms and expressions dependent upon each legal system usage  and  immediate  context  of  application,  as  illustrated  by  the underlined terms and expressions in [14] from the UNCITRAL  12 .

10  Art. 36. Aplica-se à homologação para reconhecimento ou execução de sentença arbitral  estrangeira,  no  que  couber,  o  disposto  nos  arts.  483  e  484  do  Código  de Processo Civil.

11  Art. 1o As pessoas capazes de contratar poderão valer-se da arbitragem para diri  mir litígios relativos a direitos patrimoniais disponíveis.

12  Ambiguity is also manifested in legislation by the modals 'shall' and 'may'. However, it will not be of concern in this article. For details, see Kurzon 1986, Zhang 1989 and Foley 2002.

(1)  When  a  person  is  approached  in  connection  with  this  possible appoint  ment as an arbitrator, he shall disclose any circumstances likely to give rise to justifi  able doubts as to his impartiality or independence.

- [14] Article 12. Grounds for challenge /…/ (UNCITRAL)

Let us make an attempt to distinguish the concepts of generality, fuzziness and vagueness and their linguistic manifestation in legislative recon  textualization while providing more examples from the data.

## 6.1.  Generality

Generality is not a matter of reference but rather a matter of unspecifi  cation, that is, 'meaning is general in the sense that it does not speci  fy  certain  details'  (Zhang  1998:16).  In  legislation,  generality  is lin  gui  stically  manifested  by  means  of  general  classifying  nouns  and expressions, technical terms, terms of art, legal principles and concepts and proceedings. These terms and expressions are semiotic modes to 'conceptualize and classify extra-linguistic realities' (Maley 1987:34) related to the subject matter of the laws, whose meanings are shared by the law-makers and the law-interpreter/applier.

In legislation, general classifying nouns and expressions account for the universality of the law to fi  t changing circumstances in a changing world - a 'world to word' fi  t - and they do not specify specifi  c details. As Wagner (2002b:270) also points out:

Une règle de droit n'est pas un discours référencé. Elle se considère comme un discours incluant des actions à venir ou passées. Elle est libre  de  toute  empreinte  spatio-temporelle  afi  n  de  permettre  à  tout ac  teur, quel que soit le moment, de la prendre en compte sans en modifi  er le contenu .

Technical terms, terms of art, legal principles and concepts and proceedings are part of the specialised knowledge of legal practitioners across and  within  legal  systems. A  technical  term  is  a  special  term  relat  ed to a subject matter whose meaning may change in context over time (Maley 1987); on the other hand, a term of art 'is a technical word with a specifi  c meaning' (Mellinkoff 1963:16) and bears the same meaning in whatever context it appears.

Legal  principles  and  concepts  have  achieved  the  status  of  semitechnical words and their meanings have been 'interactionally establish  ed over time, in the history of practices' (Linell 1998a:121). They may be readily understood but are not readily applied and are open to accommodation in new contexts in the future. For example, the reference to 'rules of law' constitutes a long-standing tradition in international arbitration and the arbitrators decide upon universal norms used in the choice of law. The principles of 'usage and good customs' and 'public policy' are stated in Article 17 of the Introduction Law to the Brazilian Civil Code, providing that any law, act and sentence which offend the national sovereignty, public order and good customs is not effective in Brazil. Nonetheless, there are differences between national and international usage and customs. Also, international rules of commerce vary and seem to hold a supranational character in a movement towards the standardization of proceedings to meet the needs of international commerce. And proceedings are the routinized joint activity types which defi  ne the situation for the parties.

Table  4  below  exemplifi  es  how  generality  manifests  itself  in  the data.

Table 4: Linguistic manifestation of generality in the data

| LINGUISTIC MANIFESTATION OF GENERALITY    | UNCITRAL&BAL                                                                                                                                                                                                                                                                          |
|-------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| General classifying nouns and expressions | State(s), the party(ies), (no) person, addressee, witness(es), attorney(s), authority(ies), public servants; national territory, country, place of business, any places; language                                                                                                     |
| Technical terms                           | arbitration, award, arbitral tribunal, challenge(ing), hearing, appointment                                                                                                                                                                                                           |
| Terms of art                              | waiver, interim measure, claim, recourse, enforcement, recognition, ex officio, de jure, de facto, exaequo et bono, amiable compositeur , plea, summon(ing), ipso jure , petition, coersive measure, injunction relief, pecuniary liabilities, disposable equity rights (the BALonly) |
| Legal concepts                            | rules of law, usage and good customs, public policy, equity                                                                                                                                                                                                                           |
| Proceedings                               | arbitration proceedings: judicial/extrajudicial arbitration                                                                                                                                                                                                                           |

## 6.2.  Fuzziness

Fuzziness is not a matter of the nature of the entity but rather a question of 'whether or not an entity is denoted by an expression' (Zhang 1998: 19). A fuzzy term or expression has 'no clear-cut referential bound  ary' and cannot be resolved by linguistic context alone (p.21). In legislation, fuzziness  is  mainly  manifested  by  terms  and  expressions  indicating users' judgments, that is, words of subjective interpretation. This can be evidenced in legal English dictionaries wherein fuzzy terms take on various defi  nitions according to judges' decisions in court cases (see, for  example,  the  various  defi  nitions  of  'reasonable'  in  Black's  Law Dictionary  1990).  When  it  comes  to  civil  law  legislation,  fuzziness can in most cases be resolved by cross-referencing to other codes or legislation and to the constitution.

Fuzziness can be syntactically tested out by posing a 'how' question. For example, Article 1 of the BAL states that 'any capable person to a contract may refer to arbitration'. If we ask: 'How capable is a person to a contract?', the answer is never precise but could be: 'It depends on  his/her  age'.  In  Brazilian  legal  context,  this  fuzzy  term  can  only be resolved by cross-referencing to Article 9 of the Civil Code which states that a person is 'capable' when he/she reaches his/her 'civil autonomy' at the age of 18 and is in perfect mental condition to answer for his/her actions. This means that he/she can perform all the acts of civil life, including entering into contractual transactions, without the parents' authorization.

Table  5  illustrates  the  linguistic  manifestation  of  fuzziness  in  the data.

Table 5: Linguistic manifestation of fuzziness in the data

| LINGUISTIC MANIFESTATION OF FUZZINESS   | UNCITRAL                                                                                                                                                                       | BAL                                                                            |
|-----------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------|
| Terms and expressions                   | authority competent, justified doubts, appropriate security, may consider necessary/ /(in)appropriate convenience of the parties, relevant documents/goods, give proper notice | capable person , expert, as deemed necessary, reasonable, competent authority, |

## 6.3.  Vagueness

Vagueness is not a matter of referential meaning but of interpretation and concerns terms or expressions which have more than one possible interpretation (Zhang 1998). In legislation vagueness is also manifested by implicature (Channell 1994). In the fi  rst case, vagueness in legislation accounts for 'the discretion of the courts to construe and apply the rule 'correctly'', otherwise, it has to be altered, explained or be interpreted by 'politically sympathetic judges' (Maley 1987:38).

In  the  second  case,  implicature,  or  'default  inference'  according to  Levinson  (2000:11),  derives  from  the  law-interpreters'  intuitions about a preferred or normal interpretation. From the minimum textual omissions  (in  common  law  legislation)  and  the  maximum  textual omis  sions  (in  civil  law  legislation)  implicature  is  co-activated  by 'assessments  of  situation,  principles  and  cognitive  structure  formed by framings of experience in terms of linguistic, professional and legal usage conventions' (Frade 2002b:343).

At the syntactic level, vagueness can be tested by posing the question:  'What  do  you  mean  by  X?',  from  which  a  precise  answer  is expected (Zhang 1998).

Table 6 shows examples of vague language in the data.

| LINGUISTIC MANIFESTATION OF VAGUENESS   | UNCITRAL                                                                                                            | BAL                                                                                                                                                 |
|-----------------------------------------|---------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------|
| Nouns                                   | impartiality, independence, qualifications                                                                          | litigation, merit, (in)validity, (in)efficacy, enforceability, impartiality, independence, competence, diligence, discretion, impediment, suspicion |
| Entities                                | Court                                                                                                               | Court, Judiciary Power, Supreme Federal Court, institutional arbitral body/entity                                                                   |
| Rules and Legislation                   | national law, statutory rules, law legal system of a given State, usages of the trade applicable to the transaction | Civil Code, Code of Civil Procedure, criminal law, international rules of trade, procedural law                                                     |
| Activities                              |                                                                                                                     | to rule, to appoint, to issue                                                                                                                       |

Table 6: Linguistic manifestation of vagueness in the data

Table 7 summarizes the level of frequency of the types of intertextual recontextualization in the data.

| T YPES OF INTERTEXTUAL RECONTEXTUALIZATION   | UNCITRAL   | BAL   |
|----------------------------------------------|------------|-------|
| Generality                                   | high       | high  |
| Fuzziness                                    | balanced   | low   |
| Vagueness                                    | low        | high  |

Table 7: Types of intertextual recontextualization and their level of frequency in the data

To  conclude,  both  laws  seem  to  confi  rm  the  legislative  strategy  of apply  ing rules to a class of individuals or entities rather than to a single individual or entity and of generalizing rules, principles, proceedings and activities which are not embedded in any external context or in any 'surrounding  linguistic  context  (the  section  or  paragraph  expressing the rule)' (Maley 1994:28-29). In other words, 'the letter of the law' remains the same despite changes in social and institutional conditions and it is the task of the law-maker/interpreter/applier to assume a change in meaning to make the law appropriate in the light of the cur  rent context (Dascal and Wróblewski 1991).

## 7. Conclusions

This  article  focused  on  the  analysis  of  the  generic  variation  of  two arbitration laws: the UNCITRAL Model Law on the International Commer  cial Arbitration  and  the  Brazilian Arbitration  Law  9.307/1996  in terms of textual organization, legislative style,  textualization  devices and  recontextualization.  Some  interesting  conclusions  can  be  drawn from the analysis.

The UNCITRAL and the BAL present relatively stable textual organi  zation  which  can  be  regarded  as  one  of  the  prototypical  cores  of legi  slative genres across legal systems though keeping each traditional legislative  style. While  the  UNCITRAL displays an easifi  ed but still tradi  tional  legal  English  style,  the  BAL  displays  the  reader-friendly civil law style but is not necessarily easier to understand and interpret.

Also,  it  becomes  evident  that  the  way  legislative  information  is packaged (through the textualization devices analysed) varies a great deal and the information does not take on the same values in the two laws. This can be explained by the difference between the historical, legal and social development of the legal systems they encode. Although highly infl  uenced by the UNCITRAL, the BAL assigns other values to the textualization devices to make them meaningful in the new legal context and it also eliminates the 'excess' of the common law style.

The dialogistic property of recontextualization (intratextuality and intertextuality) is present in both laws and it is the most relevant device to  guide  wanted  interpretation  and  inferences.  The  extensive  use  of general, fuzzy and vague terms and expressions confi  rm the universal application  of  the  law  to  fi  t  into  new  contexts  and  situations.  In  the BAL - as opposed to the UNCITRAL - interpretation of these terms and expressions is systematic, and precision can only be achieved by cross-referencing to the codes and the constitution. However, the use of  textualization  devices,  in  particular  qualifi  cational  insertions,  can be strategically used to restrict the application of the laws in a given context.

And fi  nally, it is also worth pointing out that the emergence of arbitra  tion laws - such as the model law UNCITRAL and the BAL - has contributed  to  the  popularization  of  arbitration  procedures  to  correct distortions in domestic laws and to make them more suitable for international, commercial transactions.

Further research is needed to provide for some issues not covered in  this  article.  For  example,  textualization  devices  and  their  values in  the  civil  law  legislative  style  other  than  the  ones  presented  here should be investigated. And also research into linguistic and discursive strategies may clarify how to accommodate both global and local issues in civil law legislations and contracts under the infl  uence of legal globalization.

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