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Volume 1

Issue 1 June Article 5

6-1-2022

Lexical and Grammatical Features of Memoranda of Agreement Lexical and Grammatical Features of Memoranda of Agreement (MOA) on Academic Partnerships

(MOA) on Academic Partnerships

Marilu Rañosa Madrunio

University of Santo Tomas, Manila, mrmadrunio@ust.edu.ph

Follow this and additional works at: https://animorepository.dlsu.edu.ph/jeal Recommended Citation

Recommended Citation

Madrunio, Marilu Rañosa (2022) "Lexical and Grammatical Features of Memoranda of Agreement (MOA) on Academic Partnerships," Journal of English and Applied Linguistics: Vol. 1: Iss. 1, Article 5.

DOI: https://doi.org/10.59588/2961-3094.1004

Available at: https://animorepository.dlsu.edu.ph/jeal/vol1/iss1/5

This Article is brought to you for free and open access by the DLSU Publications at Animo Repository. It has been accepted for inclusion in Journal of English and Applied Linguistics by an authorized editor of Animo Repository.

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In recent decades, the concept of internationalization has been taken in all seriousness by academic institutions as it has become a significant variable in accreditations and assessments. Even agencies that rank institutions, such as the Times Higher Education Rankings (THE), the Quacquarelli Symonds (QS), and the ASEAN University Network Quality Assessment

(AUN-QA), consider internationalization as an important component in assessing institutional ranking.

These rankings, in turn, serve as a guide to international students who wish to pursue higher education in other countries. In fact, according to Times Higher Education World University Rankings (“The World University Rankings Explained,” 2018), they have Copyright © 2022 by De La Salle University

RESEARCH ARTICLE

Lexical and Grammatical Features of Memoranda of Agreement (MOA) on Academic Partnerships

Marilu Rañosa Madrunio University of Santo Tomas Manila, Philippines

*mrmadrunio@ust.edu.ph

Abstract: In the past decades, internationalization has become a byword in many educational institutions. Higher education institutions are aware that a means by which they can offer good quality education is by engaging in partnerships with international institutions. International linkages established by academic institutions have a wider reach such that teaching and learning, research, community, and extension programs may have an international flavor. In forging partnerships, institutions would sign an agreement called the Memorandum of Agreement (MOA), which stipulates provisions expected from the parties involved. Employing the framework of Johnson and Coulthard (2010) on the linguistic features of legal documents, the study examined 20 local and international MOAs on academic partnerships. Findings revealed that seven out of the 11 linguistic features abound in the local MOAs. These are binomial expressions; generic/cognitive structuring;

legal archaisms; modality; negators; sentence length and complexity; and specialized, distinctive, and technical legal lexis.

For international MOAs, only four out of the 11 linguistic features were found to be notable. These are generic/cognitive structuring, modality, negators, and sentence length and complexity. These features were found to occur at least 50 times or more in the contracts, which may cause ambiguity to the readers. Finally, with the dearth of studies using agreements as corpus, it is recommended that other types of agreement be examined, such as non-disclosure agreement, cooperative agreement, confidentiality agreement, intellectual property assignment agreement, among others. Other linguistic features may also be investigated, such as lexical repetition, formulaic expressions, French words and Latinisms, syntactic discontinuities, performative verbs, and euphemisms.

Keywords: Lexical and grammatical features, Memoranda of Agreement, academic partnerships

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been providing young people and their families with trusted guidance to help with this decision. The World Rankings ( (2018) added that each university is judged in five categories covering the core missions of all world-class, global universities that include teaching, research, citations, industry income, and international outlook. For International Outlook, universities are no longer compared with their rivals in their own city or country, but world-class universities compete globally and attract students and researchers from all over the world. As regards QS, 11 indicators are used to assess ranking, according to Dmytro (2021). These are: academic reputation (30%), employer reputation (20%), faculty/student ratio (10%), international research network (10%), citations per paper (10%), papers per faculty (5%), staff with a PhD (5%), proportion of international faculty (2.5%), proportion of international students (2.5%), proportion of inbound exchange students (2.5%), and proportion of outbound exchange students (2.5%). For educational institutions, internationalization is the key to attracting more foreign students, scholars, and researchers that paves the way for quality instruction and research and student mobility. In other words, internationalization may be equated with quality education.

Knight (2003) described internationalization as “the process of integrating an international, intercultural and global dimension into the goals, teaching/learning, research and service functions of a university or higher education system” (p. 1), emphasizing the relationship between and among nations, people, cultures, institutions, systems. She further added that there is no such thing as a one-size- fits-all model of internationalization as each institution is unique. Each should have its own strategies and approach to internationalization due to varying goals, objectives, and outcomes expected. Having a traditional mindset of copying what other institutions do is detrimental rather than beneficial. Certainly, when two parties forge a partnership, it is understood that they have examined their individual needs and interests and that, for any lack of it, the other party is able to complement the other. Such vision paves the way for including provisions in the MOAs in line with values of cooperation and mutual benefit. These provisions are of paramount importance, especially because there are instances when one (or both parties) is not able to fulfill its obligations to the other as stipulated in the MOA.

It is to be noted that I previously conducted a study investigating the move structure and terms of agreement reflecting legal value in memoranda of agreement on academic partnerships, making the agreement binding. Seeing the merit of the previous study, this present study deals with the examination of the provisions stipulated in the MOAs in relation to linguistic features. Knowing that the educational institutions involved entered into an agreement, it is essential to discover why some provisions are neglected. Having investigated the move structure of these MOAs, it may be possible that the linguistic features characterizing this legal document may also contribute to the non-attainment of the provisions.

It is worthy to note that there is a dearth of studies in this area of research as well as the use of MOAs as corpus. This study may then raise awareness among those who draft such contracts as regards the linguistic features that they employ. As drafters, they have an obligation to make the readers understand contracts or agreements by using a language comprehensible to the ordinary lay. It also hopes to determine how international MOAs compare with the local MOAs in terms of linguistic features.

Against this backdrop, this paper intends to analyze the linguistic features of the provisions in the MOAs.

After examining the move structure and terms of an agreement that reflect legal value in my previous paper, a sequel is then conceptualized with the hope of describing the lexical and grammatical features of MOAs and their functions in the contract. These lexical and grammatical features are the following:

(a) binomial expressions, (b) complex prepositions, (c) generic/cognitive structuring, (d) impersonal noun phrase constructions, (e) legal archaisms, (f) modality, (g) negation, (h) nominalization, (i) passive constructions, (j) sentence length and complexity, and (k) specialized, distinctive, and technical legal lexis.

Finally, to the best of my knowledge, there is no study conducted using the Memorandum of Agreement as a research corpus except for the studies of Alido in 2019 and Madrunio in 2020.

Literature Review

This section deals with the review of studies conducted on (a) legal English as a special language

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and specialized discourse and (b) the features/

characteristics of legal language.

Legal English as a Special Language and Specialized Discourse

Legal English is considered by many as a special language. It is described as special because it is not observed in everyday life. With the difficulty in understanding this type of language, there is sometimes a need to have its technical terminology translated into a simple one for the layman to understand. In some instances, there are no substitutes or alternatives for the legal terminologies, thus describing legal language as special. When used, it can be a language distinct only to a specific group of people. It is a language that is not at the disposal of anyone.

Legal English is also a specialized discourse.

Considering that the legal discourse community is composed of lawyers, judges, and other legal professionals, it is expected that there could be sub- genres involved. Depending on the legal documents (such as legal reports, contracts, and the like), sub-genres can be identified, which may either be descriptive or prescriptive.

Aside from the fact that legal language is special because of its peculiarity in lexis and syntax, the difficulty that one experiences when it comes to legal translation is something indispensable. Legal translation is not just like any form of translation, as it is a complex process. Chromá (2007) asserted:

Translating legal texts means transferring legal information from one language and culture into another language and culture, considering the differences in the legal systems and the purpose of translation. […]Since the legal information contained in the source text (ST) is often vague, indefinite, and may also be ambiguous, it should be interpreted within the source language (SL) first, the interpreted information translated into the target language (TL), and, finally, the translated information conformed to the purpose of translation and genre of the target text (TT).

(pp. 198–199)

Tiersma (1999, as cited in Muriçi, 2017) claimed that “legal language has been called an argot, a dialect, a register, a style and even a separate language”

(p.142). Furthermore, it is also described as a

sublanguage having its own specialized grammar, even allowing deviant grammar rules not acceptable in the standard language. Muriçi (2017) went on to say that

“legal language is a collection of linguistic habits that have developed over many centuries and that jurists have learned to use quite strategically” (p. 142). It has become difficult to understand because differences are found in the different legal cultures and legal systems.

Legal language is distinguished from other types of technical languages. In this case, it becomes sui generis, which means that each language is the product of a special history and culture (Muriçi, 2017, p. 67).

Features/Characteristics of Legal Language

Numerous studies have been conducted on the features of legal language, beginning with a lexicon to syntactic peculiarities.

To begin with, Crandall and Charrow (1990) described what makes legal language unique from ordinary language. They claimed that most of the analyses of legal language centered on the comprehensive studies done by lawyers highlighting primarily vocabulary. They cited the study of David Mellinkoff (1963), a professor at the University of California, Los Angeles, identifying the nine characteristics of legal language, which are as follows:

(a) frequent use of common words with uncommon meanings such as of course and as a matter of right;

(b) frequent use of Old and Middle English words, which are now rare such as whereas and aforesaid;

(c) frequent use of Latin words and phrases such as in propria persona (pro se litigants or individuals presenting themselves without a lawyer), amicus curiae (friend of the court), and mens rea (a blameworthy mental condition); (d) use of French words not in the general vocabulary such as easement and tort; (e) use of terms of art such as month-to-month tenancy, negotiable instrument and eminent domain; (f) use of argot – ingroup communication or professional language such as damages, due care, and pierce the corporate veil; (g) frequent use of formal words such as I do solemnly swear and the truth, the whole truth and nothing but the truth, so help me God; (h) deliberate use of words and expressions with flexible meanings such as extraordinary compensation, reasonable man, and undue influence; and (i) attempts at extreme precision: “Know ye that I, _____ of _____, for and in consideration of ______ dollars, to me in hand paid by ______, do by these presents for myself…”

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He further discussed the linguistic analyses of legal language, which include the following: (a) overly complex sentences; (b) passives; (c–d) whiz-deletion and unclear pronoun reference; (e) nominalizations;

(f) multiple negation; and (g) archaic and misplaced prepositional phrases and other language features.

Crandall and Charrow (1990) concluded by providing the causes of legal language, which are historical, sociological, political, and jurisprudential in nature.

Alcaraz and Hughes (2014) further characterized legal language with the use of purely technical terms (e.g., estoppel, solicitor, breach of official duty), semi-technical or mixed terms (e.g., the testator died without issue), and everyday vocabulary (e.g., subject matter of the contract). They likewise claimed that in relation to syntax, legal texts are characterized by unusually long and complex sentences with intricate coordination and subordination, the abundance of restrictive connectors and passive voice, conditionals and hypothetical formulations, as well as active and passive parties in legal relationships in the form of suffixes -er (-or) and (-ee).

Veretina-Chiriac (2012) corroborated some of the claims of Alcaraz and Hughes (2014) in relation to the lexical, syntactic, and textual features. She cited that legal English has morpho-lexical features that are highly formal and archaic and that borrowed words and technical terms abound. Binomials are also present, which use collocations in which synonyms or near-synonyms are combined. Foreign words from Latin and French are also prevalent. Repetition on the lexical level is another characteristic, as the absence of anaphoric reference in legal English prompts the repetition of words. As regards the syntactic features, the following are underscored: (a) adverbial elements are very often coordinated; (b) nominalization is always present; (c) pre-modifying elements are restrained; and (d) verbal groups are present with a high proportion of non-finites. Legal English, therefore, has complex sentence structures making the sentences too long. It is also characterized by a highly impersonal style through the use of the passive voice and the peculiar use of nouns. Textual features are in the form of fewer patterns of spacing, fewer punctuation, clear logical sequence, and initial capitalization. Veretina-Chiriac (2012) averred that lawyers use legal language primarily to make it obscure to people who are not knowledgeable about the law, giving them the power they long for and resisting the move to employ plain language.

Correspondingly, Khan and Khan (2015) shared the same perspectives. Adding to the list on the lexicon, they mentioned the excessive use of any and enumeration. With regard to the syntactic features, they added the use of multiple negatives such as unless, except, not only, never, conditional sentences and prepositional phrases, unique determiners such as such and said, passive sentences, and pre- and post- modification.

Finally, Khan and Khan (2015) affirmed the finding of Bouharaoui (2008) by citing the lexical features of legal English: (a) the use of the modal shall, which traditionally carries with it an obligation or a duty as opposed to its common function; (b) the unusual use of the words the same, such, and said; and (c) archaic adverbs which are a mixture of deictic elements: here, there, and where, with certain prepositions such as of, after, by, and under. He highlighted Tiersma’s (1999) argument as regards the reasons for the use of legal language, one of which is conservatism, which is employed for safety and convenience. According to Tiersma (1999), the more conservative legal terms are, the safer a legal document will be. He further added that the use of antiquated terminology is driven by the need to avoid troublesome changes as far as legal lexical meaning is concerned and that it is a matter of convenience (p. 2).

Framework for Analysis

The linguistic features examined were anchored on the typology of Johnson and Coulthard (2010).

Table 1 documents these linguistic features along with some examples as illustrated by Johnson and Coulthard (2010). In the plethora of research done on legal writing, certain features were applied by some scholars in analyzing the legal language of the law, which included contracts, judgments, jury instructions, police cautions, statutes, temporary restraining orders, among others. In these genres, a wide range of linguistic features was analyzed. Johnson and Coulthard’s (2010) typology encompasses these features highlighting the complexity of the legal language.

Because MOAs are contracts, said classification applies. However, one feature deliberately excluded was that of textual mapping, as my earlier study already dealt with the organizational structure of the same corpus.

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Below is the range of features arranged alphabetically (Johnson and Coulthard, 2010, p. 10) Table 1

Some Linguistic Features of Legal Language

Linguistic domain Research Examples

Binomial expressions and listings Gustafsson, 1975, 1984

Melinkoff, 1963 by and with

write, edit, print, or publish act or omission

Cohesion Bhatia, 1994 See “textual mapping” in Bhatia 1994

Complex prepositions

prep+noun+prep Gustafsson, 1975

Melinkoff, 1963 Swales & Bhatia, 1983

in respect of for the purpose of by virtue of Generic/cognitive structuring Bhatia, 1994

Swales & Bhatia, 1983 Two-part move structure of [provision] and [qualification]

[The Chief Land Registrar shall] (if so requested by the Secretary of State) [supply him] (on payment of the appropriate fee) [with an office copy of any document required]

Impersonal noun phrase constructions – lack of pronoun use in repeated references

Tiersma, 1999 Lundquist, 1995 Maley, 1994

The sex offender shall register The plaintiff alleges

The lessor shall

Legal archaisms Gibbons, 2003

Hager, 1959 O’Barr, 1982 Tiersma, 1999

Archaic deictic: hereunder Modal verb: shall

Be it enacted – the subjunctive enactment formula in Statutes.

Modality Foyle, 2002

Wagner, 2002 may, shall, and must as frequent modal verbs.

Ambiguity of may: epistemic and deontic

Negation Tiersma, 1999 Innocent misrecollection is not uncommon

(California jury instruction) Nominalization representing

Processes Maley, 1994

Bhatia, 1994 Tiersma, 1999

On the prosecution of a person for bigamy…

The girl’s injury happened at Passive constructions Tiersma, 1999

Trosborg, 1995 one hour is allotted for oral argument This agreement shall be interpreted Sentence length and complexity –

subordination, qualification, and embedding

Austin, 1984 Bhatia, 1994 Gustafsson, 1975 Hiltunen, 1984 Hill & King, 2004

See example (1) and ‘generic and cognitive structuring’ (this table)

Specialized, distinctive, and technical

legal lexis Trosborg, 1997

Tiersma, 1999 Gibbons, 2003

Coulthard & Johnson, 2007

Frequency of any

Impersonal nouns: the parties, any person Legal lexis: defendant, mens rea, recognizance, testator

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Method

Research Design

This paper intends to examine two sets of MOAs that a comprehensive university has forged with its academic partners for the last 10 years. The first set consists of 10 MOAs for international partnerships/

collaboration, whereas the other set of 10 MOAs involves partnerships with local institutions/agencies.

In analyzing the lexical-grammatical features, the study employed the framework of Johnson and Coulthard (2010) that highlights the complexity of the legal language, making it distinct from the commonplace language used in everyday communication.

The study is descriptive-analytical in its research design as it examined the linguistic features present in the legal provisions of 20 MOAs. Similar to the study of Madrunio (2020), this paper made use of the same set of corpus that was selected following the same set of criteria, which were the following: (a) the academic partnership or collaboration should be for a duration of five years considering that a majority of the partnerships pertain to the completion of graduate degrees, which entails at least five years;

(b) the academic partnership should be within the last 10 years considering that there may not be enough established partnerships should the duration be shorter than 10 years; and (c) the MOA should be a minimum of three pages and a maximum of seven pages, enough to investigate on the linguistic features of this legal discourse. Prior to the analysis, the MOAs were coded to observe the confidentiality as well as the anonymity of the document. Local MOAs were labeled LMOA, and international MOAs were labeled IMOA. These were followed by numbers depending on what was assigned to the MOA (e.g., LMOA1; LMOA2).

Unit of Analysis

In investigating the linguistic features, the units of analysis were the word level, phrasal level, and clausal level. On the one hand, word level analysis was limited to legal archaisms, modality, and negation. On the other hand, phrasal level analysis was applied to binomial expressions, complex prepositions, impersonal noun phrase constructions, and nominalization. Finally, passive constructions, sentence length and complexity, and generic/cognitive structuring were examined on the clausal level.

Research Tool

To analyze the linguistic features cited above, the study employed LancsBox: Lancaster University corpus toolbox LancsBox, a new-generation software package for the analysis of language data and corpora developed at Lancaster University. A good feature of the said software was that it automatically annotated the data for part-of-speech, which assisted me in identifying the lexical-grammatical features found in the contracts.

Inter-coding

Inter-coding was employed in doing a manual analysis of the lexical and grammatical features. Two PhD graduates also analyzed the corpus to validate my findings. It is worth noting that in the course of disagreement, I met with the inter-coders to arrive at a final analysis of the lexical and grammatical features.

Findings and Discussion

Findings in Relation to the Lexical and Grammatical Features

To analyze the linguistic features present in the memoranda of agreement with international and local institutions and agencies, Johnson and Coulthard (2010) served as the framework for analysis. These linguistic features are the following: (a) binomial expressions, (b) complex prepositions, (c) generic/

cognitive structuring, (d) impersonal noun phrase constructions, (e) legal archaisms, (f) modality, (g) negation, (h) nominalization, (i) passive constructions, (j) sentence length and complexity, and (k) specialized, distinctive, and technical legal lexis. Although the studies previously conducted were specified in relation to the linguistic features, other studies done on this area were still considered, most especially in terms of operational definitions.

Binomial Expressions

A common definition of a binomial expression known to many is that it consists of two or more words usually joined by the conjunction and or or.

The arrangement of these words is likewise fixed and therefore not movable. Gustafson (1984) cited by and with, write, edit, print, or publish as some examples, whereas Mellinkoff (1963, as cited in Johnson &

Coulthard, 2010) gave act or omission as an example.

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A thorough analysis of the corpus showed that there is a good number of binomial expressions employed in the MOAs. These are: made and executed in, made and entered into, by and between, by and among, terms and conditions, rules and regulations, act and deed, policies and procedures, and NOW THEREFORE, for

and in consideration. Some examples are found in Table 2.

Table 2 shows the frequency of occurrence of the binomial expressions used in the MOAs. Variants of the binomials are counted under the same classification.

Only the top five binomials are highlighted.

Table 2

Common Binomial Expressions Used in the MOAs Binomial

Expression Number of

Occurrences in Local MOAS

Percentage Number of Occurrences in

Intl MOAs

Percentage

made and entered into; made and

executed in 10 15.62% 1 3.84%

by and between; by and among 10 15.62% 0 0%

terms and conditions; terms, conditions, and covenants;

terms, conditions, covenants, and stipulations

21 32.81% 6 23.07%

rules and regulations; rules, regulations, and policies;

law, rule, or regulation;

by-laws and regulations;

regulations and policies

16 25% 18 69.23%

act and deed 7 10.93% 1 3.84%

Total 64 100% 26 100%

The following are extracts from the provisions in the MOAs:

LMOA 1

AGREEMENT is made and entered into by and between: Barangay XXXXX, a political subdivision of the Local Government of XXXXX, with principal address at XXXXX Barangay XXXXX, XXXXX represented by its Chairperson XXXXX…

IMOA 8

This AGREEMENT, made and executed in Manila, Philippines this 5th of October, 2018 by and between:

It should be noted that most of the MOAs make use of the common binomial expressions made and entered into/made and executed in. However, international MOAs also use the punctuation mark comma and not the connector and for some binomial expressions like non-stock, non-profit. Furthermore, more binomial expressions are found in the local MOAs than the international MOAs because the MOAs are usually labeled as Agreement for Academic Collaboration Between XXX and XXX, immediately followed by the provisions. Below is an example:

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LMOA 5 Severability

In the event that any term or condition of this MOA is in conflict with or is otherwise unenforceable under the law, rule or regulation, such term or condition shall be deemed stricken from this MOA, but such invalidity or unenforceability shall not invalidate or render unenforceable the remainder thereof.

Table 3

Common Complex Prepositions Used in the MOAs Complex

Preposition Number of

Occurrences in Local MOAS

Percentage Number of Occurrences in

Intl MOAs

Percentage

with principal address at; with principal office at; with business address at; with office at; with office address at

21 45.65% 4 15.38%

in accordance with 7 15.21% 10 38.46%

in order to 10 21.73 % 3 11.53%

Others:

in consideration of; upon the request of; in effect for; upon signing of; in conflict with; in reference to

8 17.39% 0 0%

Others: for the purpose of; in the course of; in respect of; for the conduct of; for complying with; after completion of

0 0% 9 34.61%

Total 46 100% 26 100%

As reflected in the example above, a common binomial expression is term/s and condition/s.

Understandably, because both parties are getting into a contract, the details should be specified, forming an integral part of the document. Both parties agree to the terms and conditions, providing the rules that apply as well as understanding the roles and responsibilities each party is expected to fulfill in the course of the partnership. This is affirmed by Greenwood (2020), who stated that it is easier to establish if there is any breach of contract with a clear set of terms and conditions. He further added that having a clear set

of terms and conditions helps ensure compliance with legal obligations, provides clarity in what should happen in a given situation, as well as helps in delivering a good level of customer service.

Complex Prepositions

Complex prepositions are made up of structures beginning with a preposition followed by a noun and another preposition (prep + noun + prep). Some examples are: in respect of, in order to, and by virtue of.

Table 3 summarizes the occurrence of these complex prepositions.

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How these structures are used in the MOAs are shown below:

LMOA 8

XXXXX, a corporation duly organized and existing under the laws of the Philippines, with business address at XXXXX, represented herein by its Medical Director, XXXXX and Director, XXXXX, hereinafter referred to as the SECOND PARTY.

IMOA 10

THE XXXXX, the Government institution responsible for the health sector of the Democratic Republic of XXXXX, represented in this instrument by its XXXXX, XXXXX, with address at XXXXX, hereinafter referred to as “XXXXX.”

LMOA 4

Main Proponent shall assume the role of the project leader and implement the program strictly in accordance with the approved Work and Financial Plan…

IMOA 5 Definitions

Arising Intellectual Property means any Intellectual Property which is generated or first reduced to practice by any Party or Parties directly as a result of the work undertaken in accordance with the XXXXX PhD Programme’

Generic/Cognitive Structuring

Swales (1981) defined genre as a recognizable communicative event characterized by a set of communicative purposes identified and mutually understood by the members of the professional or academic community in which it regularly occurs. It is a stable and solid communicative event closely tied up with the notion of cognitive structuring.

According to Castro (1996), genre analysis deals more with accounting for how a text is embedded in an institutional structure by revealing form-function correlations. It enables the analyst to compare discoursal and organizational features across texts by focusing on their syntactic structures and highlighting the communicative purpose and value that the genre is supposed to achieve. Hence, each genre is an achievement of a specific communicative purpose using standardized knowledge of discoursal resources.

In relation to legal documents, Castro (1996) averred that legal cases are based on a particular cognitive structure—the way by which members of the

legal community write the way they do because they are influenced by the shared linguistic, sociolinguistic, and psycholinguistic conventions they practice so that the texts they produce exhibit specific discoursal and organizational characteristics and patterns that mark them as belonging to a particular genre (p. 87). Bhatia (1993, as cited in Rasmussen & Engberg, 2017) further explained that generic/cognitive structuring is a two- part move structure of [provision] and [qualification].

The provision move is easy to identify in contracts such as the MOA because the sections or headings are introduced by a number, letter, or Roman numerals.

However, for the qualification move, 10 types can be identified: (a) describing cases, (b) specifying conditions, (c) assigning volitional control, (d) specifying legal means, (e) ascribing legal purpose, (f) expressing temporal instructions, (g) indicating textual authority, (h) referring to terminological explanation, (i) providing textual mapping, and (j) defining legal scope.

Table 4 shows the local and international MOAs that follow Bhatia’s two-move structure:

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It was found that all local and international MOAs have the provision move. As earlier stated, such is easy to identify as the provisions are introduced by headings and numbers, Roman numerals, or letters.

Although all MOAs also contain the qualification move, the most commonly employed are the following:

(a) ascribing legal purpose, (b) specifying conditions, and (c) defining legal scope. All 20 MOAs were found Table 4

Local and International MOAs That Follow the Two-Move Structure Local MOA Provision

Move Qualification Move International

MOA Provision

Move Qualification Move

1 ✓ ✓ 1 ✓ ✓

2 ✓ ✓ 2 ✓ ✓

3 ✓ ✓ 3 ✓ ✓

4 ✓ ✓ 4 ✓ ✓

5 ✓ ✓ 5 ✓ ✓

6 ✓ ✓ 6 ✓ ✓

7 ✓ ✓ 7 ✓ ✓

8 ✓ ✓ 8 ✓ ✓

9 ✓ ✓ 9 ✓ ✓

10 ✓ ✓ 10 ✓ ✓

to stipulate the true and lawful purpose why the MOAs were drafted. They also set the conditions under which the valid purpose is to be achieved. Likewise, all MOAs define the range of subjects covered by the agreement, specifically what is expected from the parties involved.

Below are two examples extracted from a local MOA and an international MOA, respectively:

LMOA 4 A. Unit Grant

XXXXX hereby awards to the GRANTEE UNIT approval of the CONTINUING PROFESSIONAL EDUCATION (CPE) GRANT amounting to ________________________ be completed for the duration of _________________ commencing on __________________, and within a total period not exceeding _______________________, except for causes beyond the Grantee Unit’s control.

B. GRANTEE UNIT’s Representations and Warranties

1. Grantee Unit is composed of Filipino citizens that currently serve as HEI personnel;

2. Grantee Unit is composed of HEI personnel from the same or different academic department of program, provided that they represent a discipline or a program related to the program to be delivered;

3. Grantee Unit is composed of HEI personnel who are working in specializations allied to the program to be delivered;

4. Grantee Unit shall designate among themselves a MAIN PROPONENT;

a. Main Proponent shall assume the role of the project leader and implement the program strictly in accordance with the approved Work and Financial Plan;

b. Main Proponent shall serve as the liaison between the Grantee Unit and XXXXX during the implementation of the grant;

5. Members of the Grantee Unit are in good health and of good moral character;

N.B.

*Provisionary Move *Qualifications Move (Specifying conditions)

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IMOA 5

1. Interpretation 1.1 Definitions

Arising Intellectual

Property means any Intellectual Property which is generated or first reduced to practice by any Party or Parties directly as a result of the work undertaken in accordance with the XXXXX PhD Programme’

Background Intellectual

Property means any Intellectual Property excluding Arising Intellectual Property owned or controlled by any Party prior to commencement of or independently from the XXXXX PhD Programme, and which the owning Party contributes or uses in the course of performing the XXXXX PhD Programme;

Confidential Information shall mean confidential or sensitive commercial, financial, marketing, technical, or other information, Know-How, Intellectual Property, or trade secrets relating to one of the Parties, in any form or medium, whether disclosed orally or in writing before or after the date of the MOA, together with any reproductions of such information in any form or medium or any part thereof.

FOI Legislation Means the Freedom of Information Act 2000 (as amended) (“FOIA”), the Environmental Information Regulations 2004 (as amended) (“EIR”).

N.B.

*Provisionary Move

*Qualifications Move (Referring to Terminological Explanation)

Impersonal Noun Phrase Constructions

Tiersma (1999) described impersonal noun phrase constructions as lacking pronoun use in repeated references. Legal writing has a formal style and may therefore contain only a few personal pronouns. The more formal the style, the more the writing becomes impersonal and therefore detached. Although the study

subscribes to the definition of Tiersma (1999), the examples below still used the pronouns it and there with there introduced by whereas. However, they were used only once, signaling the lack of pronouns in repeated references.

Table 5 reveals the number of occurrences of these pronouns.

Table 5

Impersonal Noun Phrase Constructions Used in the MOAs Impersonal

noun phrase constructions

Number of Occurrences

in Local MOAS Percentage Number of Occurrences in Intl MOAs

Percentage

it 0 0% 1 50%

there 1 100% 1 50%

Total 1 100% 2 100%

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Some examples are the following:

LMOA 2

WHEREAS, there is a need for the aforesaid programs to be offered in the XXXXX because of the nature of the Advertising/Marketing profession and to reduce the financial expenses of these Advertising/Marketing Practitioners-prospective graduate students as well as to address problems associated with studying away from home;

IMOA 5

It is the expectation of both Parties that Students meet with both Supervisors together at least three times a year during the XXXXX PhD Programme Period.

This finding then affirms or validates the results yielded in the analysis of nominalization, where nominalized structures were found to be very few in the corpus.

Legal Archaisms

Archaism is significant to the legal profession in that it helps to show an unbroken tie the profession has with the past so as to lend it some touch of originality and continuity (Oruma, 1983, p. 20). Considering the need for archaisms in contracts, Hu and Lu (2017)

observed that “seriousness, formality, accuracy, rigor and logic are the language features of business contract” (p. 801).

In this study, only three types of archaisms are prioritized as they are the ones prevalent in the MOAs.

These are the following: (a) here-prefixed archaism, (b) there-prefixed archaisms, and (c) where-prefixed archaisms.

Table 6 presents the frequency of occurrence of the commonly-used legal archaisms in the MOAs examined:

Table 6

Common Legal Archaisms Used in the MOAs Legal Archaisms Number of

Occurrences in Local MOAS

Percentage Number of Occurrences in Intl MOAs

Percentage

hereto, hereunto, herein, hereby, hereafter, hereunder, hereupon, hereof

53 41.40% 22 52.38%

wherein, whereas, whereof 55 42.96% 7 16.66%

therefore, therein, thereon,

thereafter, thereof 20 15.62% 13 30.95%

Total 128 100% 42 100%

Below are some examples:

LMOA 1

IN WITNESS THEREOF, the parties hereto have hereunto affixed their signatures on this _______ day of ___________ 2014 in XXXXX.

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IMOA 6

The XXXXX, Philippines (hereinafter referred to as “XXXXX”) and XXXXX, Japan (hereinafter referred to as “XXXXX”)

Considering their common interest in promoting the mutual collaboration in the area of education and research,

Wishing to expand the basis for friendship and co-operative educational exchange, Agree as follows…

IMOA 8

IN WITNESS WHEREOF, we hereunto affix our signature on the date and at the place first mentioned above.

It should be noted that the legal archaism in LMOA 1 and IMOA 8 differ, but both thereof and whereof are synonymous with each other and are used as adverbs which means of what or of which. The results above also affirm the study of Veretina-Chiriac (2012), who claimed that archaisms are typical examples of legalisms and lawyerisms belonging to formal style, making the document concise and precise but unfortunately causing comprehension problems for non-lawyers.

Modality

Research reveals that frequent modal verbs in legal contracts are may, shall, and must. However, in this study, all MOAs examined used shall in many instances, followed by will. Even if will is present, the number of instances when it was used is way below the number of occurrences for shall. Must, should, may, and can were used but very minimally, as reflected in Table 7.

Table 7

Common Modals Used in the MOAs

Modals Number of

Occurrences in Local MOAS

Percentage Number of Occurrences in Intl MOAs

Percentage

shall 168 56.37% 99 38.07%

will 97 32.55% 105 40.22%

Others: must, may, can, should 33 11.07% 57 21.83%

Total 298 100% 261 100%

Below are some examples of modals shall and will used in the MOAs.

LMOA 8

That the course offerings shall follow the curriculum of the FIRST PARTY as indicated in the university catalog. Classes shall be conducted every Tuesday and Thursday, from 3:00 pm to 6:00 pm. The authorized courses to be offered shall adopt and use the course plans approved by the XXXXX of the XXXXX as well as the XXXXX of the XXXXX;

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LMOA 10

In case the course will require engagement by way of internship, XXXXX shall accommodate the same through its Talent Acquisition group.

IMOA 9

XXXXX shall obtain and maintain adequate public risk insurance to provide coverage for its activities under this agreement and shall provide the University with relevant certificate of currency upon request.

IMOA 3

Each institution will designate a Liaison Officer to develop and coordinate specific activities and programs.

This finding shares the view of Khan and Khan (2015) that the use of the modal shall traditionally carries with it an obligation or a duty as opposed to its common function.

Negation

According to Tiersma (1999), negatives include not only words like not or never, but any element with a negative meaning. This includes the prefix mis- in misunderstand and un- in unreal and even semantic negatives like the word deny. Moreover, multiple

negations are also frequent in legal language, an example of which is the phrase “innocent misrecollection is not uncommon, which contains three negative elements in a five-word phrase” (p. 66).

In this study, negation is reflected in the use of words like no, non-, none, not, and never. Moreover, words that use the suffixes un-, in-, dis-, mis- and without, which imply negativity, are likewise considered as negators.

Table 8 shows their frequency of occurrence in the MOAs:

Table 8

Commonly Negators Used in the MOAs

Negators Number of

Occurrences in Local MOAS

Percentage Number of Occurrences

in Intl MOAs Percentage

not 16 29.62% 36 65.45%

non- 19 35.18% 3 5.45%

in-; un-; dis-; mis-;without 15 27.77% 13 23.63%

no; nothing 4 7.40% 3 5.45%

Total 54 100% 55 100%

Below are some examples:

LMOA 9

It is understood that the CENTER shall not be liable for any injury or damages that may be sustained or caused by the affiliating students during the training period.

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IMOA 3

Term and Length of Agreement

The Parties have agreed to enter into this Agreement in order to record their wish to explore the potential for further cooperation. For the avoidance of doubt, this document is not legally binding and shall not commit the Parties to a sole or exclusive relationship, to any legal liability or obligation or to the incurring of any expenditure.

LMOA 5

XXXXX, a non-stock, non-profit domestic corporation duly organized under the laws of the Republic of the Philippines, with address at XXXXX, herein known as the SECOND PARTY, duly represented herein by its President, XXXXX, Filipino, of legal age, and a resident of XXXXX.

IMOA 8 Severability

In the event that any term or condition of this MOA is in conflict with or is otherwise unenforceable under the law, rule or regulation, such term or condition shall be deemed stricken from this MOA, but such invalidity or unenforceability shall not invalidate or render unenforceable the remainder thereof.

Nominalization

Nominalization is another characteristic of legal language. It is the process of converting verbs and adjectives into nouns. As such, it hides the action making one’s writing abstract and obscuring the meaning of a sentence. Gotti (2008) claimed that

nominalization involves the use of a noun instead of a verb to convey concepts relating to actions or processes (p.77).

Table 9 shows how many of the sentence structures underwent nominalization.

Table 9

Nominalized Structures Used in the MOAs

MOA Number of

Occurrences Percentage MOA Number of

Occurrences Percentage

LMOA 1 0 0% IMOA 1 0 0%

LMOA 2 3 37.5% IMOA 2 0 0%

LMOA 3 2 25 % IMOA 3 0 0%

LMOA 4 2 25 % IMOA 4 0 0%

LMOA 5 0 0% IMOA 5 0 0%

LMOA 6 0 0% IMOA 6 0 0%

LMOA 7 0 0% IMOA 7 0 0%

LMOA 8 0 0% IMOA 8 2 2%

LMOA 9 0 0% IMOA 9 0 0%

LMOA 10 1 12.5% IMOA 10 0 0%

Total 8 100% Total 2 100%

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It is worth noting that nominalized structures were found to be used in the local MOAs but not significant at that. For the international MOAs, there was no instance when a verb was nominalized. Perhaps, the use of the terms whereas and that, which signals the beginning of a provision, helped in making the writer of the MOAs use verbs rather than nouns so as not to weaken the statements. It should be understood that

an MOA, as a legal contract, mandates the fulfilling of the duties and responsibilities accorded to each of the parties. Using nominalized structures may not underscore the seriousness of the purpose that both parties are getting into.

There were only two instances when nominalization was found to occur in the international MOAs, one of which is found below.

IMOA 8

Non-enforcement or non-exercise of any of the rights and remedies of THE PARTIES under this MOA shall not be deemed and considered as waiver of such rights and remedies.

Although only two nominalized structures have been found in international MOAs, there are more for local MOAs. However, they also occurred minimally, as found in the following example:

LMOA 2

That the administration and supervision of the XXXXX shall be a joint function and jurisdiction of the XXXXX of the XXXXX, through the XXXXX of the XXXXX, who shall be responsible for administrative matters and the XXXXX of the XXXXX, through the XXXXX of XXXXX, who shall have direct supervision over the academic programs.

Passive Constructions

Passive constructions consist of a to-be verb form or get-passive followed by a past participle of the verb.

The action is actually carried out on the subject of the sentence. Instances of occurrence are found in Table 10.

Table 10

Passive Constructions Used in the MOAs

MOA Number of

Occurrences Percentage MOA Number of

Occurrences Percentage

LMOA 1 3 8.10% IMOA 1 3 12.5%

LMOA 2 6 16.21% IMOA 2 3 12.5%

LMOA 3 10 27.02% IMOA 3 2 8.33%

LMOA 4 5 13.51% IMOA 4 6 12.5%

LMOA 5 2 5.40% IMOA 5 1 4.16%

LMOA 6 2 5.40% IMOA 6 2 8.33%

LMOA 7 2 5.40% IMOA 7 0 0.0%

LMOA 8 4 10.81% IMOA 8 3 12.5%

LMOA 9 1 2.70% IMOA 9 3 12.5%

LMOA 10 2 5.40% IMOA 10 1 4.16%

Total 37 100% Total 24 100%

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Although passive constructions were used in the MOAs, they are not prevalent. As it is, with the passive construction, it is the action that is given importance over the agent. Because passive constructions make one’s writing verbose, it may affect the clarity of the sentence. Such may only lead to misinterpretation of the provisions in an MOA, which should be avoided because a contract is an agreement that should be fulfilled.

The examples below show how passive constructions were employed in the corpus:

LMOA 7

The minimum length of training a student/trainee of XXXXX shall be determined by the Human Resource Division of the XXXXX and shall be a minimum of four weeks but not to exceed eight weeks.

IMOA 4

At the end of the five-year period, the agreement will be reviewed and may be renewed by mutual agreement.

Table 11

Frequency of Occurrence of Complex Sentences in the MOAs

MOA Number of

Occurrences Percentage MOA Number of

Occurrences Percentage

LMOA 1 7 (out of 8) 3.57% IMOA 1 7 (out of 12) 3.13%

LMOA 2 26 (out of 33) 13.26% IMOA 2 7 (out of 12) 3.13%

LMOA 3 22 (out of 27) 11.22% IMOA 3 19 (out of 33) 8.52%

LMOA 4 45 (out of 60) 22.95% IMOA 4 7 (out of 9) 3.13%

LMOA 5 24 (out of 34) 12.24% IMOA 5 71(out of 121) 31.83%

LMOA 6 17 (out of 24) 8.67% IMOA 6 12 (out of 15) 5.38%

LMOA 7 10 (out of 11) 5.10% IMOA 7 31 (out of 43) 13.90%

LMOA 8 18 (out of 25) 9.18% IMOA 8 17 (out of 28) 7.62%

LMOA 9 9 (out of 11) 4.59% IMOA 9 39 (out of 59) 17.48%

LMOA 10 18 (out of 30) 9.18% IMOA 10 13 (out of 21) 5.82%

Total 196 (out of 243) 100% Total 223 (out of 353) 100%

With the examples cited above, it should be underscored that not all provisions are introduced by that. Moreover, in the second example, the sentence has been structured in such a way that the agent or doer of the action is completely left out, which may lead to ambiguity.

Sentence length and complexity

It is a common notion that legal documents use complex sentences that have embedded structures. Most of these begin with the archaic term whereas signaling

the introduction of a dependent clause. Said clause elucidates the reasons why the contract should be implemented. In some instances, MOAs do not contain whereas clauses, but the provisions stated still consist of nested modifiers embedded within the sentence.

Careful interpretation of these complex sentences is required as they make the sentence long and winding and, in many instances, confusing to the reader.

Table 11 shows the number of sentences found in each contract as well as the number of complex sentences.

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Table 12 provides information on the number of words in each contract.

Table 12

Number of Words in Each MOA

Local MOA Number of words International MOA Number of Words

1 250 1 426

2 1200 2 427

3 1046 3 863

4 2241 4 347

5 1150 5 3352

6 969 6 518

7 567 7 1474

8 858 8 1071

9 420 9 1725

10 865 10 630

Total 9566 Total 10833

Although a difference of 1,267 words may be inferred between the two groups of MOAs, the difference is not that significant. One may deduce that for both local and international MOAs, almost the same classifications and provisions are found.

This implies the necessity of the said provisions regardless if the partnership established is local or international.

As regards the average number of words in a sentence, Table 13 reveals the following data:

Table 13

Average Number of Words in a Sentence

Local MOA Average word count International MOA Average word count

1 31.25 1 35.5

2 36.36 2 35.58

3 38.74 3 26.15

4 37.35 4 38.55

5 33.82 5 27.70

6 40.37 6 34.53

7 51.54 7 34.27

8 171.6 8 38.25

9 38.18 9 29.23

10 28.83 10 30

Note: NB The average number of words per sentence was arrived at by dividing the total number of words in an MOA divided by the total number of sentences.

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In the area of Plain Language, Cutts (2013) recommended that there should be an average of 15–20 words in a sentence. He added that “long sentences give the reader too much to cope with. Unless they are of simple construction, they cause confusion because they demand so much effort and short-term memory” (p.1).

With the average word count presented in each MOA, it can be deduced that all sentences do not follow the prescribed number of words in a sentence.

Specialized, Distinctive, and Technical Legal Lexis Scholars such as Trosborg (1997), Tiersma (1999), and Coulthard and Johnson (2007) considered the following as specialized, distinctive, and technical legal lexis: the parties, any person, defendant, mens rea, rocognisance, and testator. The parties and any person are illustrations of impersonal pronouns, whereas defendant, mens rea, rocognisance, and testator are examples of legal lexis.

Table 14 cites further illustrations of specialized, distinctive, and technical legal lexis used in the MOAs.

It is to be noted that the term terminate/s has been used pervasively in many contracts with the following

variants: termination, terminated, pre-terminate, and pre-terminated. This is something expected as contracts have time duration, and when provisions are not met within the allotted duration, they can be severed by either of the parties so long as it is brought to the attention of the non-complaining party.

Aside from the examples cited above, Know All Men By These Presents and Witnesseth are illustrations of common expressions whose derivatives come from the Latin language. According to Black (1968), Know All Men By These Presents are formal words derived from the Latin noverint universi per praesentes, which means “used at the commencement of deeds of release.” Witnesseth, on the other hand, is a legal jargon for “to take notice of or witness.”

According to definitions.uslegal.com, witness may also be used to refer to the act of observing the signing of a document like a will or a contract and signing as a witness on the document attesting that the document was signed in the presence of the witness. In the event that said document is called into question later on, the witness may then be called to testify.

Table 14

Common Specialized, Distinctive, and Technical Legal Lexis Used in the MOAs Specialized, distinctive, and

technical legal lexis Number of Occurrences in

Local MOAS

Percentage Number of Occurrences in

Intl MOAs

Percentage

terminate/s, terminated, pre-

terminate/termination 20 31.25% 35 74.46%

Know All Men By These

Presents 4 6.25% 0 0%

witnesseth 9 14.06% 0 0%

duly 18 28.12% 3 6.38%

severability 2 3.12% 0 0%

arbitration 4 6.25% 0 0%

pursuant 1 1.56% 3 6.38%

foregoing 4 6.25% 4 8.51%

jurisdiction 1 1.56% 0 0%

aforesaid 1 1.56% 0 0%

Recitals 0 0% 1 2.12%

Operative Part 0 0% 1 2.12%

Total 64 100% 47 100%

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Below are some extracts from the MOAs examined:

LMOA 4

GRANT AGREEMENT XXXXX KNOW ALL MEN BY THESE PRESENTS:

This XXXXX Grant Agreement (the “Agreement”) is made and entered into by and among:

LMOA 6

XXXXX, a non-stock, non-profit domestic corporation duly organized under the laws of the Republic of the Philippines, with business address at XXXXX, hereafter known as the FIRST PARTY, duly represented herein by its XXXXX, XXXXX, Filipino, of legal age, and a resident of XXXXX.

and

XXXXX, a government-owned controlled corporation duly organized under the laws of the Republic of the Philippines, with business address at XXXXX, hereafter known as the SECOND PARTY, duly represented herein by XXXXX, XXXXX, Filipino, of legal age, and a resident of _____________________.

WITNESSETH:

WHEREAS, the SECOND PARTY is interested to establish joint and/or dual programs with the FIRST PARTY for some of its program offerings;

Other legalese terms and their usage are found below:

LMOA 3

XXXXX, a non-stock, non-profit domestic corporation duly organized under the laws of the Republic of the Philippines, with business address at XXXXX, hereinafter referred to as the FIRST PARTY, duly represented herein by its XXXXX, Filipino, of legal age, XXXXX and a resident of XXXXX;

IMOA 9 RECITALS

C The Parties have agreed that XXXXX, Division of Health Sciences will provide teaching services to the XXXXX, pursuant to Schedules of this Agreement and within the terms of this Agreement.

OPERATIVE PART 1. Definitions

In this agreement, the following definitions shall apply…

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Although duly and pursuant are terms often used in MOAs, there is only one out of the 20 MOAs analyzed that showed the use of terms like Recital and Operative Part. Madrunio (2020) claimed that Recitals provide a general idea about what the contract is all about, the parties involved in the agreement, and the reason for signing the contract (p. 98). She likewise claimed that a component of the Operative Part is the definition of terms and how they are operationalized in the collaboration by two parties. She added that there are instances when all those that follow the Recitals are the Operative Part, thereby seeing the necessity of including it to avoid confusion arising from a different understanding of the terms if their definitions are not operationalized at the beginning of the contract (p. 99).

The examples cited in LMOA 3 and IMOA 9 show that the legalese words function as adverbials giving more information about the verbs they modify, in this case, how something is done (duly organized; duly represented). Such finding is supported by Crystal and Davy (1969) and Hiltunen (1990), who averred that these archaic words came from Old English and that they take the form of adverbials, to which some prepositions are affixed. They likewise claimed that it is common for legal drafts to have adverbials preceding the verbs they qualify. According to Hiltunen (1990), legal language is conservative, remaining impervious to change and changing. This then explains why the features of contracts such as the MOA is serious, formal, and accurate.

Discussion

After the analysis of the linguistic features, it is interesting to highlight the form-function dichotomy that can be found in the MOAs. Mainly, the function of the contract is to formalize an agreement between two parties. Madrunio (2020) claimed that the MOA is a bilateral (or multilateral) agreement forged between two institutions having provisions that need careful phrasing. Although there may be a standard template for MOAs in some educational institutions, it is also possible that in some other institutions, there may be different formats used. However, prior to MOA signing, these documents are approved by the legal department of the parties involved to ensure that the provisions are favorable to both and are achievable. Those signing the

MOAs are the highest officials of the institutions who are usually non-lawyers. Likewise, those enforcing the agreement are not necessarily lawyers. Madrunio (2020) added that with the agreement, the goal is to ensure that a safety net is provided to institutions that enter into this agreement without compromising their policies (p. 88).

A contract, with all its seriousness, may only appear to be valid when possessing some linguistic features. The presence and dominance of features such as binomial expressions, generic/cognitive structuring, legal archaisms, modality, negators, sentence length and complexity, and specialized, distinctive, and technical legal lexis may contribute to the degree of seriousness and formality of the tone in these documents. Considering that provisions are carefully thought out and phrased, parties to the agreement see the magnitude of the responsibility they are expected to perform, maintaining a high degree of seriousness in the performance of their duties as they see the contract as binding and legally enforceable.

In relation to the approval and endorsement by the legal department, the draft contract is finalized by the lawyers of the two institutions. As stated earlier, linguistic features such as binomial expressions, legal archaisms, and specialized, distinctive, and technical legal lexis abound in the MOAs. Although some of these terms may be simplified by the legal departments, they are restrained to do it as the legal force of the terms and phrases might be affected. This corroborates what Veretina-Chiriac (2012) claimed that lawyers use legal language primarily to make it obscure to people who are not knowledgeable about the law giving them the power they long for and resisting the move to employ plain language. Furthermore, Crandall and Charrow (1990) claimed that language carries with it the power of the law. With this, lawyers are reluctant to make even the most minor of changes in their language. For instance, many lawyers would hesitate to substitute the term “cause” for the legal term “proximate cause,”

not merely because “cause” has not had its meaning decided by the court, but because tampering with a legal term might affect the legal force of that term (p. 13). This is corroborated by Tiersma (1999), who claimed that the use of antiquated terminology is driven by the need to avoid troublesome changes in so far as legal lexical meaning is concerned. What is ironic is that, with the aim of making contracts complete and unambiguous, the language used may sometimes

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become stiff and incomprehensible with the use of old, archaic terms and other features.

Conclusion

Given the analysis above, it can then be deduced that just like any other contract, MOAs are characterized by linguistic features to accomplish certain functions.

However, although legal documents are characteristic of many language attributes, such is not the case with MOAs for academic partnerships. Seven out of the 11 linguistic features abound in the local MOAs, and these are binomial expressions, generic/cognitive structuring, legal archaisms, modality, negators, sentence length and complexity, and specialized, distinctive, and technical legal lexis. For international MOAs, there are only four out of the 11 features found to be notable. These are generic/cognitive structuring, modality, negators, and sentence length and complexity. All these features were found to occur at least 50 times or more in the contracts, which may cause ambiguity to the readers.

A contract, as a legal document, is an interesting data for research. With the dearth of studies using agreements as corpus, other types of agreements may also be examined, such as the non-disclosure agreement, cooperative agreement, confidentiality agreement, intellectual property assignment agreement, operating agreement, shareholder agreement, and many more. Other linguistic features that characterize these contracts may also be investigated, such as lexical repetition, formulaic expressions, French words and Latinisms, syntactic discontinuities, performative verbs, euphemisms, among others.

Declaration of Conflict of Interest

There is no conflict of interest for this article.

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Mga Sanggunian

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The following statistical tools were used to analyze the data gathered: 1 frequency count and percentage were utilized to determine the least mastered competencies in the course PPITP;

The number of shares to be acquired 235,427shares of stock for the Group A Shareholders and up to 57,240 shares of stock for the Group B Shareholders Ratio/percentage to total