Template:M intro design no-one reads this: Difference between revisions

no edit summary
No edit summary
No edit summary
Line 18: Line 18:
And that is when the parties ''have'' kept their original deal in mind. But life is rarely as mundane as that: invariably, since they bade their legal teams a fond farewell fifteen years ago, ''neither'' side has paid these terms the blindest bit of attention. They may not now know where they are. If enough time has passed, they may not even know that there ''are'' any such terms.  
And that is when the parties ''have'' kept their original deal in mind. But life is rarely as mundane as that: invariably, since they bade their legal teams a fond farewell fifteen years ago, ''neither'' side has paid these terms the blindest bit of attention. They may not now know where they are. If enough time has passed, they may not even know that there ''are'' any such terms.  


''Why would they?'' However hotly they were once contested, no one since has insisted on, performed, or cared less about these covenants. No-one who was present at their ordination remains: the last was made redundant in 2008. By their consensual behaviour, the parties have systematically contradicted these key tenets for years.  
''Why would they?'' Though once hotly contested, no one since has insisted upon, performed, or cared less about these covenants. No-one who was present at their ordination remains: the last was made redundant in 2008. By their consensual behaviour, the parties have systematically contradicted these key tenets for years.  


None of this matters unless the relationship hits the skids. Suddenly, each side seeks legal advice. Their new counsel comb the contract, poring over minor details, hunting for clinchers in a babbling, confused, inchoate hellscape of random words that it is now impossible, except by coincidence, to map to any coherent course of behaviour — let alone the partiesʼ ''actual'' dealings with each other.  
None of this matters unless the relationship hits the skids. Suddenly, each side seeks legal advice. Their new counsel comb the contract, poring over minor details, hunting for clinchers in a babbling, confused, inchoate hellscape of random words that it is now impossible, except by coincidence, to map to any coherent course of behaviour — let alone the partiesʼ ''actual'' dealings with each other.  


This is because the parties delegated this performative act — you know, “doing the legals” — to [[legal eagle|lab coated specialists]] with the barest grasp of the commercials then and who, not having been involved since, have none now — who hardly can be blamed for failing to predict how the relationship would develop in between times.  
This is because the parties delegated this [[performative]] act — you know, “doing the legals” — to [[legal eagle|specialist]]” professionals with the barest grasp of the commercials at the time of their engagement who thus can hardly be blamed for not predicting how things would pan out in the decades since.  


Commissioning legal contracts in this way is to pay good money to buy (or, for all you know, ''sell'') a lucky dip of random [[put]]s and [[call]]s. What you pull out of the barrel on signing day is then buried in peat, only to be revealed, if at all, a long time later upon the eve of [[tail event|catastrophe]].  
Commissioning legal contracts in this way is to buy (or, for all you know, ''sell'') a lucky dip of random [[put]]s and [[call]]s. Whatever comes out of the sawdust on signing day must then be reburied uninspected for years or decades, only to be revealed, if at all, upon the eve of some distant [[tail event|catastrophe]].  


Your best hope, therefore, is that no such catastrophe visits, your relationship continues to flourish and ''no one ever looks at the contract again. ''Which begs the question: ''what are you paying lawyers for?''
The principals’ best hope, therefore is that catastrophe never visits, their relationship continues to flourish and ''no one looks at the contract again. ''This rather begs the question: what good was the contract in the first place?


The ugly secret of professional practice is that much work product can be like that because, for the most part, ''it doesnʼt matter if it is not''. A vanishingly small percentage of contracts are ever litigated. This is ''not'' because they are “good contracts” but because they describe good relationships: their parties donʼt fall out. ''Almost all contracts expire untested.'' <ref>{{maxim|If you have to read the contract, you have already lost}}.</ref>   
The reality of professional practice is that much work product gets away with being like that because, for the most part, ''it doesnʼt matter if it is not''. A vanishingly small percentage of contracts are ever litigated. This is ''not'' because they are “good contracts”, but because they describe good relationships: their parties donʼt fall out. ''Almost all contracts expire untested.'' <ref>{{maxim|If you have to read the contract, you have already lost}}.</ref>   


To its principals, the contract preparation process is a sombre mystery. They are not ''meant'' to understand the actual words, and may cause themselves trouble if they try. It is better just to take generalised comfort that there are a ''lot'' of words, they seem legally sonorous, they are strung together in carefully constructed, if forbiddingly unbroken, slabs and the battalions of advisors who have gathered at the banquet on either side to pick them over will, by the time the busboys are serving coffee and warming up the disco, have {{strike|maximised their chargeables|made peace with the legal content}}.  
To its principals, the contract preparation process is a sombre mystery. They are not ''meant'' to understand the actual words, and may cause themselves trouble if they try. It is better just to take generalised comfort that there are a ''lot'' of words, they seem legally sonorous, they are strung together in carefully constructed, if forbiddingly unbroken, slabs and the battalions of advisors who have gathered at the banquet on either side to pick them over will, by the time the busboys are serving coffee and warming up the disco, have {{strike|maximised their chargeables|made peace with the legal content}}.  


All that skirmishing and sniping must, after all, ''do'' something — ''mustnʼt it''? It must advance what the respective advisors take to be their clientsʼ best ainterests, however imperfectly they understand them?
All that skirmishing and sniping must, after all, ''do'' something — ''mustnʼt it''? It must advance what the respective advisors take to be their clientsʼ best interests, however imperfectly they understand them?


In the same way that trenches and battle fronts thrust and counterthrust, the red lines in a negotiation move back and forth. Since the people who wrangle these textual monoliths are part of an educated elite, a kind of emergent wisdom settles upon the project. Its net effect — even if we cannot fathom how or why — will be a comforting conviction that everything will generally be ''okay''.
In the same way that trenches and battle fronts thrust and counterthrust, the red lines in a negotiation move back and forth. Since the people who wrangle these textual monoliths are part of an educated elite, a kind of emergent wisdom settles upon the project. Its net effect — even if we cannot fathom how or why — will be a comforting conviction that everything will generally be ''okay''.