I divide my time between giving seminars and helping companies upgrade their contract templates. Here are some reasons why you might not want to hire me for the latter service.
“Our templates are great.”
Actually, it’s likely that in terms of what they say and how they say it, your templates are somewhere between a train wreck and in need of significant help. That’s the case no matter exalted your company. But there’s a quick way to give your templates a stress test: I’d be happy to give you some general comments at no cost.
“Our templates are good enough.”
We’re all familiar with the idea of making do. But I suggest that when it comes to your contract templates, it’s shortsighted to skimp—they’re too important. Besides, you might not be equipped to assess your templates objectively.
“We can handle the job ourselves.”
I’m sure you can, but probably nowhere near as well as I can. That’s because you and your colleagues have day jobs. I don’t—I’m one of that elusive breed, a contract-drafting specialist. (See this blog post for more about what I mean by “contract-drafting specialist.”)
“We’ll get our outside counsel to do it.”
Generally, law firms are in the business of getting the deal done. They’re driven by expediency—making contracts clearer and more efficient isn’t a priority. And even if it were, it’s unlikely that a law firm would be equipped to make that happen. And they would presumably charge a nontrivial amount of money.
Of course, there are exceptions. If your outside counsel has done good template work for you, consider yourself fortunate. But experimenting with a law firm instead of hiring me? Color me dubious.
“Fixing our templates wouldn’t be that complicated.”
Actually, my writings all go to show that expressing transactions in contracts is in fact complicated and that you need more than good intentions to do the job effectively. For a cautionary tale, see this blog post about GE Aviation’s template initiative.
“We can’t afford you.”
Compared with the drain on time and resources caused by dysfunctional templates, my fees are modest. Besides, the only way to determine whether you can afford my fees is to ask what I’d charge.
“We don’t have time to fix our templates.”
You might not, but I do. And if you put me in charge of the process, you’d get it done way faster than you would otherwise.
“We can’t handle the change involve in overhauling our templates.”
Yes, change is hard. But the pain in short-term; you quickly start reaping the rewards. And I now work with clients to figure out what change is required, so it comes as less of a shock; see this blog post.
“It’s not in our interest to be seen as not up to the task of fixing our contracts.”
I get it—you think that bringing in an outsider might be seen as a sign of weakness. But it’s no more a sign of weakness than calling in a plumber is a sign of weakness. You know what really is a sign of weakness? Crappy templates.