Horrible agreements

06/11/2009 – 8:16 am by John Giles

Horrible agreements cross my computer screen every day. The same old templates get re-used and circulated. Why are they horrible?

They are often too long - everyone complains about long documents. They are often badly structured - a really important commercial term (like “the fees”) is hidden on page fifty three in the middle of the page.

The language is often so old fashioned and legalistic most people assume that they were originally drafted by a Roman emperor. “Notwithstanding the aforegoing provisions it is recorded that …” actually means “Despite that …”. Honestly, it does. Poorly written agreements mean that the parties do not know what their rights and obligations are.

They are generally out of date and do not comply with the latest law. The law changes, but the templates don’t.

Templates get hacked to death - changes get made for a specific deal, but the changes get made to the templates rather than the document for the specific deal. Before you know it there are five templates that all vary slightly and include various changes. The wrong template then gets used for the next deal.

Who cares? You might ask. Well me for one - it really bothers me. Sad, isn’t it!

Horrible agreements lead to war and nobody wins a war. Costly litigation is one of the worst forms of war.

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