Negotiations: Dealing With Lawyers

Generally speaking, I don’t really like negotiating with lawyers, mostly because I feel it just isn’t that productive.  Business people are much more focused on getting deals done, which is ultimately more rewarding.  A good ending to a contract negotiation almost invariably has to include a compromise where both sides have to make tradeoffs between business and legal factors, and that usually happens best inside the mind of the businessperson, not the attorney.  I think attorneys also often want to get the legalese just right, the way they want it, without enough attention to the importance of getting the deal signed.

So, if possible, usually I like to take an educational role with my client rather than an advocacy role.  I go through contracts and make suggested changes, but I also give different options depending on the client’s business, how badly they need to get the deal done, their tolerance for risk, and their perception of the deal.  I encourage them to talk to their counterpart and work things out.

If the other side operates the same way, it usually works out pretty nicely.  There may be a few legal trades that are made between the parties, but it doesn’t get protracted or drawn-out.

lawyer-good-slgckgc-cc-byBut sometimes the  counterparty’s businessperson wants to shy away from being involved in what they perceive to be legal nitty-gritty, or there are otherwise not good channels of business-legal communication.  This often results in long conference calls where the opposing attorney repeatedly states that certain terms are “standard”, or tries to explain the law as if my client and I were unaware of it, and generally don’t approach things in a balanced business+legal kind of way.  The best approach is usually to keep communicating to the business people as much as possible, to try to reach them about the importance of compromise on some of the legal terms in order to make the business deal work.  And, of course, it does help to have your own attorney to assess the requests from the opposing attorney and determine what they mean for the business, and how important they are to fight for, and to help articulate why they are important for you to get the deal done.

Lawyer Fortune, by slgckgc, cc-by, source.

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