Template:Barnacles

Revision as of 11:25, 3 June 2019 by Amwelladmin (talk | contribs)

Over time contract templates will inevitably accumulate what I call “barnacles” — ad hoc responses to historic situations, anecdotal reactions to unexpected risks, flannelesque flourishes to placate a truculent or obtuse or just downright stubborn counterparty — no-one likes them, but if your client insists on redundant (or misconceived) terms (“for the avoidance of doubt”; “without limitation” — that kind of thing) the pragmatic response is to agree them and move toward execution.

These barnacles have a habit of finding their way into, and encrusting, negotiation templates. And, as people move on, their original justification — if there even was one — becomes lost to time. The instinct of successive risk controllers upon encountering them will be, “I don't know why that is there, but whoever put it in must have had a reason[1], so the safest thing is to leave it there.”

This will lead to complexity in templates, additional length of templates and a proliferation of different templates.

  1. Not necessarily so. Just as likely to be miscoonception. As to which, see indemnity.