August 12, 2009
Stuck in Legal
If I had a nickel for every time I heard from someone on our sales or business development team that a critical contract, to which both sides had agreed on the fundamental business terms, was "stuck in legal," I'd be rich. Maybe not rich enough to pay all the world's legal bills, but that's a separate story.
I completely understand the need for contracts and lawyers to review them — and sometimes, they do have to be long and complex. But here's what I don't understand:
- Why companies' legal departments or outside counsel aren't directed to be as efficient in doing their work as their other departments
- Why companies insist on using their standard form of agreement if they're going to staff a legal department to review contracts anyway (this clearly wouldn't work if everyone in the world behaved this way)
- Why lawyers insist on answering questions with "because that's how all our contracts are" instead of applying their brains and logic to situations
- Why business people seem to have no leverage with their legal departments, especially in larger companies, therefore surrendering the negotiation of business terms and the timing of relationship launches, technology usage, etc. to lawyers
- Why in-house lawyers make the same dumb changes to wording and formatting that lawyers who bill by the hour make
I'm not generally a conspiracy theorist, but much of our encounters with outside lawyers leads me to believe that there's some oath that lawyers take to keep their profession vibrant by creating work for each other. Someday, I'll write a similar post about procurement departments at big companies. But it might be as simple as a global find-and-replace on this one!