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That’s the theory. | That’s the theory. | ||
====But it isn’t as simple as that==== | ====But it isn’t as simple as that==== | ||
But it turns out text lovingly confected by some unknown [[legal eagle]] isn’t as easy to review as all that. Even boring syntactical things like plurals, irregular verbs and parentheticals (we lawyers ''love'' parentheticals)<ref>See what I did there?</ref> are hard to code for. In time the machine will get better, but the universe of possible ways of articulating a single idea remains infinite and, while | But it turns out text lovingly confected by some unknown [[legal eagle]] isn’t as easy to review as all that. Even boring syntactical things like plurals, irregular verbs and parentheticals (we lawyers ''love'' parentheticals)<ref>See what I did there?</ref> are hard to code for. In time the machine will get better, but the universe of possible ways of articulating a single idea remains infinite and, while [[legal eagles]] suffer a form of locked-in syndrome with regard to many aspects of their creativity, it does not extend to methods by which they may torture prose. When it comes to textual complexity and saying things which, [[for the avoidance of doubt]], are ''not'' in doubt, lawyers are extemporisational geniuses. | ||
Parsing the fevered language of a human lawyer | Parsing the fevered language of a human lawyer requires some kind of a human sense check. You would think that could be applied by the lawyer operating the tool but, most commercial [[contract review tool]]s hire paralegals, in low-cost jurisdictions, to check the output before sending it back. | ||
This has three | This has three consequences: | ||
===== | =====It’s slow===== | ||
Firstly, it slows down the output: Instead of getting your markup immediately, you get it three-quarters of an hour or more later — that ''same'' three-quarters of an hour | Firstly, it slows down the output: Instead of getting your markup immediately, you get it three-quarters of an hour or more later — that ''same'' three-quarters of an hour ''in which you could have read the NDA yourself''. This is more than enough time to become comprehensively distracted by something else. | ||
===== | =====It’s more expensive===== | ||
Secondly, it adds to the cost. Now, to be sure, [[reg tech]] providers are master [[rent-seeker]]s, but here, in their bench of paralegal sense-checkers, they have | Secondly, it adds to the cost. Now, to be sure, [[reg tech]] providers are master [[rent-seeker]]s, but here, in their bench of paralegal sense-checkers, they have actual out-of-pocket costs. Thus, the [[contract review tool]] must carry a heavy charge ''per document'' review. Better ones charge less than a hundred bucks. Some charge as much as three hundred, ''per review''. ''But the point of automated review is that it shouldn’t cost anything.'' | ||
Suddenly the cost proposition that swung the business case | Suddenly the cost proposition that swung the business case doesn’t work: you assumed you were saving an hour [[legal]]’s time, which you unitise at, say, $250. But that is a ''nominal'' cost. It is sunk.<ref>Unless you were briefing out your confis to a [[law firm]], in which case, ''really?''<ref> A new [[confi]] coming in doesn’t generate that cost, and firing the thing out to your [[contract review tool]] doesn’t save it. The cost of your own [[legal eagles]] is fixed, and notoriously hard to [[shredding|shred]] back to your business. Legal eagles just sit there, on the firm’s dime, ''whether you use them or not''. Most work very hard, of course — the [[legal eagle]] who punches out at 5pm on the smacker on ''any'' day, let alone ''every'' day is a rare bird. He ''will'' look at that [[confi]], and anything else that needs to get done, at some stage during the day. ''[[Legal eagle]]s don’t work to rule''.<ref>As it happens, the occasional [[confi]] can be a pleasant distraction: a nice re-charger after a hard morning slogging through a series of regulatory change stakeholder [[Skype]] calls. Hey, management team: why don’t you try to get rid of all the ''stakeholder management calls''? ''There'' is a question.</ref> | ||
So, unless you can prove that | So, unless you can prove that your [[contract review tool]] will make some of your lawyers ''[[redundant]]'', ''it is not saving you any real money''. It is ''costing'' real money — ''more'' than it would for your internal team to just knock off the confi in the first place. | ||
===== | =====It’s not really [[reg tech]] at all. It’s just [[outsourcing]] that you’re ''calling'' [[reg tech]]===== | ||
[[Reg tech]] that doesn’t work without a human standing behind it to prop it up ''isn’t'' [[reg tech]]: it is a ''gimmick''. It is a form of disguised ''[[outsourcing]]''. But you are outsourcing to a black box: to personnel you can’t see, you didn’t hire and you can’t evaluate, but who ''must be'' cheaper than your own personnel, since you are now paying for them, this confounded [[reg tech]],<ref>''Also'' a black box, by the way: how much of the work-product is the tech, how much the [[meatware]]? If they won’t show you, assume it is mostly the [[meatware]].</ref> ''and'' the [[Rent-seeking|rent]] your [[software as a service]] provider is extracting on the whole operation. If the [[reg tech]] checkers are ''better'' than your own people, hire the [[reg tech]] firm as a recruitment consultant, not to provide crappy [[AI]]. | |||
=====It makes for ''more'' work downstream===== | =====It makes for ''more'' work downstream===== | ||
Now this is not so much a function of the technology but the perverse incentives that operate inside a sprawling organisation. Bear in mind | Now this is not so much a function of the technology but the perverse incentives that operate inside a sprawling organisation. Bear in mind an employee’s primary driver is covering her ''own'' arse first, ''then'', where time allows, her organisation’s. There are two places where legal decisions need to be made: Firstly, in configuring the [[playbook]] that supplies the parameters for the [[contract review tool]]; and secondly, by the [[legal eagle]] herself, in combat during a live negotiation, when confronted with a challenge from the counterparty. | ||
*'''The [[playbook]]''': There is not a negotiation manual nor a [[playbook]] on the planet which stipulates [[walk-away point]]s at an ''actual'', real-life, point at which the organisation will actually walk away. Not a one. It is wrought in the abstract, without the benefit of individual mitigants that might accompany any project. It is modelled not on the golden mean, but the lowest common denominator. It will have too many rules, and all will be informed by the [[credit officer’s refrain]]: ''it can’t hurt to ask''. They may even employ that fatuous supposition that some justify by reference to [[behavioural economics]], that ''it leaves us something to concede so that the client can think it has won something''. | *'''The [[playbook]]''': There is not a negotiation manual nor a [[playbook]] on the planet which stipulates [[walk-away point]]s at an ''actual'', real-life, point at which the organisation will actually walk away. Not a one. It is wrought in the abstract, without the benefit of individual mitigants that might accompany any project. It is modelled not on the golden mean, but the lowest common denominator. It will have too many rules, and all will be informed by the [[credit officer’s refrain]]: ''it can’t hurt to ask''. They may even employ that fatuous supposition that some justify by reference to [[behavioural economics]], that ''it leaves us something to concede so that the client can think it has won something''. |