Joe Kimble—Wild and crazy tales from a decade of drafting U.S. Federal Court Rules (PLAIN 2013)

Joe Kimble, a professor at the Thomas M. Cooley Law School and the editor-in-chief of the Scribes Journal of Legal Writing, is a stalwart of the plain legal language movement. His book Writing for Dollars, Writing to Please is an invaluable reference for any plain language practitioner.

Starting in 1999, he led a decade-long project to redraft the Federal Rules of Civil Procedure and the Federal Rules of Evidence. At the PLAIN 2013 opening reception, Kimble shared some stories from that experience.

We all know that legalese is cumbersome to read, but its much more serious problem is that it leads to ambiguity. “Legalese is not precise,” said Kimble. “It’s pseudo-precise. It only seems precise.” Using before-and-after examples from the U.S. Federal Court Rules, Kimble showed how complex legal language results in

  • semantic ambiguity—when a word or phrase has more than one meaning
  • syntactic ambiguity—when the structure of the sentence gives rise to more than one meaning
  • contextual ambiguity—when inconsistencies or internal contradictions raise questions about which alternative should prevail

Ambiguity, Kimble was careful to point out, isn’t the same thing as vagueness, which presents uncertainty at the very margins of applying a term. Vagueness is unavoidable in legal drafting; the goal is to arrive at the right degree of vagueness.

Semantic ambiguity

A convenient example of semantic ambiguity in legalese is “shall”—does it mean “must,” “may,” “will,” or “should”? Kimble worked to eliminate all five hundred instances of “shall” from the Federal Court Rules and succeeded, until one “rose from the grave,” as he put it. Deciding the meaning of “shall” is a substantive call, and in Rule 56 of the Civil Rules, the “shall” had been changed to “should” during the restyling. Later, a debate flared up over whether it should have been changed to “must.” Rather than deciding the issue, the advisory committee resurrected the “shall,” while acknowledging in their report that it is “inherently ambiguous.”

Syntactic ambiguity

At the heart of many syntactically ambiguous sentences is the lack of a clear antecedent for a modifier or a pronoun. The committees working on the Court Rules often raised the concern that Kimble’s changes might alter the meaning, to which Kimble once responded, “It’s odd to worry about changing meaning when nobody seems to know what the meaning is.” In several of those cases, the committees decided to “keep it fuzzy” because the original language didn’t indicate which interpretation was the right one; that decision would be left to the courts.

Contextual ambiguity

Contextual ambiguity is particularly troublesome: are inconsistencies deliberate, or are they the result of sloppy drafting? Kimble’s examples show that “Most lawyers, no matter how skilled and experienced, are not good drafters.”


Of course, beyond untangling ambiguity, Kimble also worked on cutting wordiness. Why write, “the court may, in its discretion” when “may” implies “in its discretion”? For comparison, whereas the old Civil Rules had 45,500 words, the new rules have 39,280 (14% less). The new rules have 45 fewer cross-references and have more than twice as many headings as the old rules. The difference in the readability of the original and plain language versions is stark. An example (from the Evidence Rules):


Evidence of the beliefs or opinions of a witness on matters of religion is not admissible for the purpose of showing that by reason of their nature the witness’ credibility is impaired or enhanced.


Evidence of a witness’s religious beliefs or opinions is not admissible to attack or support the witness’s credibility.

The process that worked well for Kimble and his team was to have a plain language expert write the first draft; that version persisted unless it created a substantive change. This approach was more effective and efficient than having a plain language expert edit a document after the fact.—the new site for Government of Canada contracting opportunities

On June 1, 2013, all Government of Canada tenders will move from to Today I attended a webinar, hosted by Rene Latraverse of the digital engagement team at Public Works and Government Services Canada (PWGSC), about this transition.


PWGSC consulted suppliers and government buyers about what they want to see in a procurement system; the clear response was that they’d like a single-access site to complete procurement information. The new site leverages technology (in particular searching and database technology) to benefit both suppliers and government buyers. The initiative is aligned with the Canadian Action Plan on Open Government, whose there pillars are open information, open data, and open dialogue. The hope is that the site’s increased transparency will help suppliers answer two main questions:

  • What can I sell?
  • How can I sell?


  • Access to the new site is free, and there is no need to register. 
  • You can search for opportunities using plain language—you don’t need to know Goods and Services Identification Numbers (GSINs) for your good or service or be familiar with procurement language to search for available tenders that match what you would like to supply. 
  • You can narrow down search results by region.
  • Opportunities have a unique URL, which you can bookmark. The link gives you the current view of the opportunity. Opportunities are therefore easy to share via email or social media. You can also subscribe to the opportunity using RSS to get alerts about amendments or changes.
  • You can view contract history and find partnering opportunities.
  • You can easily customize your searches and then bookmark those searchers or subscribe to them via RSS for notices about new opportunities.
  • You can download search results as a spreadsheet.


The site launched on April 11 and has up until now primarily been a communication vehicle to provide general information about what will happen on June 1. As of June 1, 2013, will be the official site for government tenders. Up until May 31, the official site is still MERX. If you follow any opportunities on MERX right now, the site has information about how you can continue to follow those through the transition to the new site.

Questions from webinar attendees

Will you be offering printing services?

The opportunities will be all electronic, so PWGSC is not offering any printing services. Opportunities are easy to download for printing if needed.

Should suppliers stay registered with MERX?

This decision is left to individual suppliers. The new site will list Government of Canada opportunities but will not list provincial or territorial opportunities. (There will be no overlap between the two services.)

Will contracting authorities be able to see who has downloaded opportunities?

No. Since no registration is required, nobody will be able to see who has downloaded what opportunities. However, PWGSC encourages suppliers to communicate with and ask questions to the contracting authority.

Will downloading opportunities be free?


Will there be integration with or cross-referencing to the ProServices database?

Not at this time. However, opportunities for professional services will be listed.

Will list all Government of Canada opportunities, regardless of dollar value?

Those contracts subject to the dollar value threshold for trade agreements must appear on the site. Low-dollar buys may appear but are not mandatory.

For more information

PWGSC encourages anyone with questions about to contact them. Until June 1 they will be adding information to the site based on questions and feedback.

ISC Conference 2012, Day 1—Getting work with the federal government

I’ve attended a number of “getting work with the feds” presentations, but Marion Soublière’s at the ISC conference was by far the most engaging, informative, and coherent of them all. Soublière is a writer and editor and the author of Getting Work with the Federal Government. In her talk, she outlined short-term, medium-term, and long-term strategies that independent contractors can use to get government work.

Almost two hundred federal departments, agencies, and crown corporations will need the skills of writers, editors, and indexers, so the work is diverse and interesting. Best of all, the compensation can be quite good. With this spring’s round of budget cuts, many civil service positions were eliminated, meaning that the government will have to rely on more contractors to fulfill their needs. What’s more, many baby boomer bureaucrats are in a position to retire, so the opportunities are many.

Soublière dispelled myths that the government works only with large companies (in December 2010, 98% of suppliers were small or medium-sized firms); that you can only work for the government if you go through temp agencies; and that you need to be bilingual (most tenders ask for specialization in one official language or the other).

Public Works and Government Services Canada
does 85% of the shopping for more than one hundred departments and agencies, and 93% of these are what’s considered “low-dollar buys” (less than $25,000). PWGSC runs—your gateway to a lot of government opportunities. It is also behind the Office of Small and Medium Enterprises, which offers free seminars about doing business with the Government of Canada.

One of the first steps to working with the government is to register as a supplier. Go to, register in the Supplier Registration Information (SRI) database, and get your Procurement Business Number (distinct from your GST/HST business number), which you will need in order to get paid. The government uses the SRI for low-dollar buys. Be sure to keep your profile updated every quarter, because it could be deleted if it’s deemed dormant.

Next, join MERX. Even if you don’t want to bid on tenders there, you need to be able to sign in to see who has bid for them, and this information may lead to subcontracting opportunities.

Since bidding on a standing offer can take months, your best bet to get government is a multi-pronged approach with short-term, medium-term, and long-term strategies.

1. Short term

Search MERX for “temporary help services.”

Try to subcontract to a firm that already has a Government of Canada contract. See the Contract History section of to find suppliers who have been awarded contracts.

2. Medium term

See the list of departmental material managers on, and ask to be added to their departmental source list.

Search the Government Electronic Directory Services site for managers in your field (i.e., communications) and contact them via email.

Approach other key contacts, including PWGSC procurement officers for your community (find these through the Procurement Allocations Directory on and PWGSC regional offices, which will tell you about opportunities in your area.

Apply to get registered in Professional Services Online, which handles buys up to $78,500. Soublière suggests that if you’re a sole proprietor, list yourself as the consultant as well as the owner; keep your per diems, dates available for work, and years of experience updated; and submit quarterly activity reports whether you received work or not.

3. Long term

Bid on standing offers and supply arrangements. Requests for proposals are usually for a one-time contract, and since bids take a long time to prepare, it’s more cost-effective for you to go for opportunities that offer ongoing work. Check MERX daily, and don’t dismiss multi-million-dollar tenders, which could be appropriate for sole proprietors if multiple standing offers are involved. Businesses can also team up to bid on a job.


  • Don’t bother bidding if you don’t meet all the mandatory requirements
  • Don’t use a solicitation document someone emailed you. If you don’t get on the document request list yourself, you could be disqualified.
  • Ask questions; all questions are circulated to everyone who downloaded the solicitation document.
  • Follow the instructions exactly. Mirror wording and sequence in the solicitation document.
  • Keep work samples handy.

If you don’t have security clearance and you have what the government considers “a possibility of a contract,” you can ask in a bid that a buyer sponsor you. Once you have the clearance, don’t let it lapse—it could take up to one year to renew.

Soublière notes that the more proposals you put together, the faster you’ll get, because much of the material becomes boilerplate. She also emphasizes the importance of marketing yourself—on a website, on LinkedIn, on Twitter. List your standing offers, and follow up with contracting authorities to remind them of your availability.


This is just a summary of what Soublière covered in her extremely thorough presentation. More information can be found in her book and on

Selling your services to the federal government

Last evening the Editors’ Association of Canada’s B.C. Branch meeting featured speaker Walker Pautz from Public Works and Government Services Canada’s Office of Small and Medium Enterprises (OSME), who gave us some resources to sell our services to the Government of Canada. OSME also gives these presentations monthly at Small Business B.C.

I was at the EAC pre-conference workshop about bidding on government contracts, presented by three EAC members, and I was wondering if the branch meeting’s presentation would essentially be a rehash of that information, but came away from last evening with some information I didn’t know.


PWGSC buys goods and services for all other government departments; individual departments can buy up to $25,000 themselves without going through PWGSC. (I didn’t know about that last part; for individual freelancers who are looking for small contracts, going directly to the departments may be a better strategy than bidding through MERX.)

Finding opportunities

To do business with the federal government, register on the Supplier Registration Information system. This process gives you a Procurement Business Number (PBN), which allows you to register in other databases, bid on contracts, and get paid; a PBN is mandatory for doing business with PWGSC.

Seek out bid opportunities—Requests for Proposals or Requests for Standing Offer, usually—on MERX or Professional Services Online (for contracts up to $76,600). Each good or service is assigned a commodity code, otherwise known as a Good and Service Identification Number (GSIN). You can search the databases by keywords or GSINs.

On MERX, you can sign up for email alerts of relevant opportunities. You can also view who else has downloaded a particular bid opportunity; this allows you to scope out your competition but may also create some opportunities for subcontracting or partnering.

Some government sites like the Translation Bureau will allow you to sign up as a supplier directly.

B.C. doesn’t post on MERX; it uses B.C. Bid, so check there as well.


When putting together a proposal, follow the instructions on the RFP or RFSO, keep your pitch clear and simple, and have your proposal edited and/or proofread. Make sure you meet the minimum mandatory requirements, and check the closing dates to make sure you have time to get your bid in. (You are allowed to submit revisions to your bid before the closing date—something I didn’t know.) Don’t assume that evaluators know who you are even if you’ve done business with them in the past.

Each bid will have a single contact to which you can send questions. That person will compile all questions into an amendment to the initial RFP/RFSO.

Some RFPs and RFSOs will leave out some of their legal language and instead refer you to the Standard Acquisition Clauses and Conditions (SACC) Manual.

Most RFPs/RFSOs will ask you to keep your technical and financial proposals separate. Some will require security clearance; you don’t need to get this ahead of time, but you will have to get it if your bid is successful. Once you have it, though, you can use it for other opportunities over a set number of years.

After closing

If your bid isn’t successful, you can request a debriefing from a contracting authority within three weeks of the closing date; the contracting authority will tell you the strengths and weaknesses of your bid.

If you have issues and concerns, you can contact the Office of the Procurement Ombudsman.

Smaller contracts

To get contracts under $25,000, the best thing to do is to market directly to individual departments, the same way you would market to a private client. To find contacts,

On each department’s site, you can see past contracts that have been awarded

Even if you become a prequalified supplier by successfully bidding for an RFSO, you still have to market yourself, because the contract authority is probably not the end user of your services. Mentioning that you’re a prequalified supplier can help things along.