A few months ago someone contacted me about redrafting their organization’s template confidentiality agreement. It was a simple enough matter, and after some back and forth, I was ready to start.
Then I had a phone call with a colleague of my initial contact. I soon gathered that this person didn’t have in mind my redrafting the template. Instead, I would be “tweaking” it—giving it some sort of plain English veneer. The call ended quickly.
Perhaps in some contexts, if you’re under some sort of constraint, “tweaking” a template makes sense. But if you ask me to improve one of your templates, there’s no saying in advance what I’m going to find when I review the template, and what I’m going to recommend changing. If you put constraints on that change, you’re essentially saying that you want a cosmetic fix.
And as a practical matter, if you want to improve a standard commercial contract, it’s going to be way quicker, and less expensive, if I simply plug in my language instead of performing surgery on yours. The result might be that you change a lot of words and relatively little of the substance, but there’s no reason to cling to the current language.
So no tweaking! :-)
