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{{a|devil| | {{a|devil|{{image|Zen|jpg|“Sir! Sir! I’ve found an [[indemnity]]!”}}}}Luminaries, [[thought leader]]s and [[digital prophet]]s will tell you that machines can now read and annotate contracts, such that yon poor [[legal eagles]] are no longer needed and will shortly have no choice but to work as [[technological unemployment|pleasure droids]] for our transistor-based overlords. | ||
}}Luminaries, [[thought leader]]s and [[digital prophet]]s will tell you that machines can now read and annotate contracts, such that yon poor [[legal eagles]] are no longer needed and will shortly have no choice but to work as [[technological unemployment|pleasure droids]] for our transistor-based overlords. | |||
Quoth one such [[digital prophet]]: | |||
''Three hundred and sixty thousand hours of professional work carried out in seconds''. Sounds — literally — incredible, doesn’t it? Preternaturally intelligent silicon minds scanning | :''... machines are also increasingly encroaching on tasks that, until now, have required a human ability to think and reason. In the legal sphere, for example, J. P. Morgan has developed a system that reviews commercial [[loan|loan agreements]]. It does in a few seconds what would have required, they estimate, about 360,000 hours of human lawyer time.''<ref>{{author|Daniel Susskind}}, {{br|A World Without Work}}. Not a fan, to be honest.</ref> | ||
''Three hundred and sixty thousand hours of professional work carried out in seconds''. Christ on a bike! Sounds — literally — incredible, doesn’t it? Preternaturally intelligent silicon minds scanning gigabytes of text in an instant, extracting all material quirks and issues, like Marvin the Paranoid Android, or Zen from ''Blake’s Seven''. | |||
[[Get your coat]], [[legal eagles]]. | |||
<center>[[***TOP URGENT***|+++ TOP URGENT UPDATE +++]] </center> | |||
J.P. Morgan’s “COIN” machine was reported as long ago as June 2017. Since then, about 2.8 million minutes have floated under the bridge and into the dark maw of history. Now, if they left COIN running that whole time, it would have accumulated one ''trillion'' lawyer hours by now. At 50 chargeable hours a week (conservative!) and factoring holidays, that would equate to the power of 1.8 ''billion'' ''lawyers'' working full time ''since the beginning of the Christian era''. With all that lawyering, we would like to think the world would be slightly better legal shape than it seems to be. We can therefore only conclude that J.P. Morgan has since switched its machine off. Does anyone know for sure? Do [mailto:enquiries@jollycontrarian.com write in]. | |||
<center>+++ END OF UPDATE +++</center> | |||
===Contract analysis or data extraction?=== | ===Contract analysis or data extraction?=== | ||
But remember what is going on here: a bank is reviewing thousands of ''its own'' contracts. They will be rendered in overwrought prose no doubt, but — even allowing for template variations and [[Legal evolution|evolution]],<ref>By which I mean periodic [[Cambrian explosion]]s of [[flannel|flannelry]] to which not even the House of Morgan is immune.</ref> ''the contracts will all be basically the same''. | But remember what is going on here: a bank is reviewing thousands of ''its own'' contracts. They will be rendered in overwrought prose no doubt, but — even allowing for template variations and [[Legal evolution|evolution]],<ref>By which I mean periodic [[Cambrian explosion]]s of [[flannel|flannelry]] to which not even the House of Morgan is immune.</ref> ''the contracts will all be basically the same''. | ||
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====The problem to be solved==== | ====The problem to be solved==== | ||
Confidentiality agreements are fiddly, low-risk agreements that everyone wants to get through as quickly as possible to get to the fruitier deal negotiations. But they have buried risks if you don’t watch them. So, your legal eagles need to be on their game to keep the stupid out. And be assured, counterparties will throw lots of stupid at you. Let’s face facts: the fellow in charge of the NDA templates is going to be a Golgafrinchan, not a Top Gun Lawyer. | Confidentiality agreements are fiddly, low-risk agreements that everyone wants to get through as quickly as possible to get to the fruitier deal negotiations. But they have buried risks if you don’t watch them. So, your legal eagles need to be on their game to keep the stupid out. And be assured, counterparties will throw lots of stupid at you. Let’s face facts: the fellow in charge of the NDA templates is going to be a [[Golgafrinchan]], not a [[Top Gun Lawyer]]. | ||
But it ''is'' a faff — an excruciatingly written [[NDA]] might take an hour to review, and return. This is not exactly glamorous work, though once in a while it is strangely satisfying. But by reference to the prism of “notional person-hours” through which a [[chief operating officer]] | But it ''is'' a faff — an excruciatingly written [[NDA]] might take an hour to review, and return. This is not exactly glamorous work, though once in a while it is strangely satisfying. But by reference to the prism of “notional person-hours” through which a [[chief operating officer]] views the world, NDA review ''costs money''. | ||
[[Automated contract review]] promises to save some of that cost. It checks against pre-defined [[playbook]] of [[walk-away point]]s, like a triage unit at a military hospital, breaking the back of the most tiresome work, then handing over to you for a quick once-over before it goes out the door. | [[Automated contract review]] promises to save some of that cost. It checks against pre-defined [[playbook]] of [[walk-away point]]s, like a triage unit at a military hospital, breaking the back of the most tiresome work, then handing over to you for a quick once-over before it goes out the door. | ||
====But it isn’t as simple as that==== | ====But it isn’t as simple as that==== | ||
But it turns out unseen text 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]] are stunted in many aspects of their creativity, when devising ways in which they may torture prose they are not. Along that axis, they are extemporisational geniuses. | But it turns out unseen text 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]] are stunted in many aspects of their creativity, when devising ways in which they may torture prose they are not. Along that axis, they are extemporisational geniuses. Thus, most commercial [[contract review tool]]s hire [[Paralegal|paralegals]], in low-cost jurisdictions, to check the machine’s output before sending anything back. | ||
This has three consequences: | This has three consequences: | ||
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Firstly, it slows down the output. Instead of getting your mark-up immediately, you get it three-quarters of an hour or more later — this is enough time to become comprehensively distracted by something else and, for that matter, to have reviewed the NDA yourself. | Firstly, it slows down the output. Instead of getting your mark-up immediately, you get it three-quarters of an hour or more later — this is enough time to become comprehensively distracted by something else and, for that matter, to have reviewed the NDA yourself. | ||
Secondly, it adds to the cost. Now, to be sure, [[reg tech]] providers are master [[rent-seeker|rent-seekers]], but here, in their bench of [[paralegal]] sense-checkers, they have direct out-of-pocket costs. Thus, their application must carry a heavy per document charge. Some charge less than a hundred bucks for a document. Some charge three times that much. ''But automated review shouldn’t cost anything''. | Secondly, it adds to the cost. Now, to be sure, [[reg tech]] providers are master [[rent-seeker|rent-seekers]], but here, in their bench of [[paralegal]] sense-checkers, they have direct out-of-pocket costs. Thus, their application ''must'' carry a heavy per document charge. Some charge less than a hundred bucks for a document. Some charge three times that much. ''But automated review shouldn’t cost anything''. | ||
The point was to save an hour of [[Legal]]’s time. But that is a ''nominal'' cost. It is ''sunk''. Your [[legal eagle]] doesn’t work to rule. She doesn’t sit on a production line. She’ll just fit the review in, along with all the other random things that hit her desk in a day. So, an incoming NDA doesn’t ''generate'' a specific cost and firing it out to for automated contract review doesn’t ''save'' it. Unless you can demonstrate that your contract review tool will make some of your lawyers ''[[redundant]]'' – good luck with that one – it is not saving you ''any'' money. It is ''costing'' real money. | The point was to save an hour of [[Legal]]’s time. But that is a ''nominal'' cost. It is ''sunk''. Your [[legal eagle]] doesn’t work to rule. She doesn’t sit on a production line. She’ll just fit the review in, along with all the other random things that hit her desk in a day. So, an incoming NDA doesn’t ''generate'' a specific cost and firing it out to for automated contract review doesn’t ''save'' it. Unless you can demonstrate that your contract review tool will make some of your lawyers ''[[redundant]]'' – good luck with that one – it is not saving you ''any'' money. It is ''costing'' real money. | ||