Mark Grossman
Can Lawyers, Entrepreneurs Speak the Same Language?
Tech Law
October / November 2004
Volume 2 Number 5
All of us have heard our share of lawyer jokes over the years. I'll tell you a secret. Lawyers tell client jokes. Both sets of jokes are funny, but what's not amusing or useful are the culture and communications gaps brought to the fore by the humor. Both sides of the gap are wrong. Lawyers often don't get it.
Business folks don't care about Terms and Conditions of Website Use. They're not interested in the niceties of an arbitration clause or warranty provision.
What they want to know about is how do these things protect their business interests. It's like fuel injection in a car. Most of us don't ever think about fuel injection, don't want to think about fuel injection and don't care to change our blissful state of ignorance about fuel injection.
The experts decided that it's an improvement over carburetors and will make our cars run better. The "run better" part is all that matters. For some reason, this is lost on many lawyers. They seem to think that most of the world cares about the technical side of what we do. The fact is that they don't. Most people want to know the bottom line and hate the way lawyers can talk in circles.
Business folks don't care about the law of domain name disputes. They want to know if they can register the dotcom version of a name and not be sued. They want to know what steps they need to take to protect themselves. They want answers. The point is that from the client's perspective it's not about the law, it's about business. If you use your lawyers properly and they do their job, it's about mitigating risk, solving business problems and making money.
It Takes Two to Miscommunicate
Let's journey back to the fuel injection metaphor. If I give you a fuel injector for a gas engine, uhh —€“ don't put diesel fuel in it. It's all about "teamwork." It's about cooperation, loyalty, trust and caring. Moreover, the equation should work both ways.
Earlier, I alluded to "client" jokes. Here's my favorite and it gets that status by saying it all in some convoluted way. A man in a hot air balloon is lost. He reduces his height and spots a man below. He shouts, "Excuse me, can you tell me where I am?" The man below says: "Yes, you're in a hot air balloon hovering at 30 feet." "You must be a lawyer," says the balloonist. "I am," replies the man. "How did you know?" "Well," says the balloonist, "everything you have told me is technically correct, but useless." The man below says, "You must work in business." "I do," replies the balloonist, "but how did you know?" "Well," says the lawyer, "you don't know where you are, or where you're going, but you expect me to be able to help. You're in the same position you were before we met, but now it's my fault."
A Call for a Truce
I'm not going to try to take on the entire battlefield of the lawyer-client culture gap. It's too big. Instead, I'm going to address this culture gap in my niche area of technology law. I'm going to point out that we tend to be younger (not too many 50 and 60 something year old tech lawyers around for obvious reasons) and more entrepreneurial. Entrepreneurial is the nature of the beast because of the personality type this niche attracts. Our culture gap is naturally narrower. Let's recognize that and use it to our mutual benefit. When I tell you that your million dollar tech deal will take more than a week to negotiate and document, and that your fee will be measured in the many thousands not the many hundreds, I'd like to suggest that you be open minded to the fact that the deal may be more complex than you realize. While on its most simple level, you pay "x" and they deliver "y," it's never that simple—€”and you're in a state of denial if you insist that it is. You're like the lost balloonist and it's not my "fault" that your deal will take 30 pages to explain. If that's a problem for you, then scratch it out yourself and good luck. I've seen clients come and go with the economic winds of the tech bubble and bust cycle. We're on the same side. I'm always telling my clients that I need and want them to succeed. Their success is my success. We should be enjoying the benefits of a symbiotic relationship. One of the worst effects of the culture gap is business folks wait until the last second before they involve their lawyer. The fact is that tech deals take time. They're as inherently complex as the technology that underlies them. Let's make a new deal. Let some entrepreneurial tech lawyer somewhere show you his stuff early in a deal when he can make a real difference. Give him the time he needs to do his job properly. Let's have no more lawyers talking in circles. Last, but not least, no more lawyer or client jokes —€“ just a profitable deal for everyone.
Mark Grossman is a shareholder and leads the Technology Law Group of Becker & Poliakoff, P.A.
Disclaimer: The advice given in the TechLaw column should not be considered legal advice. This column only provides general educational information. Copyright 2004 Mark Grossman All Rights ReservedIf you have any comments, please send them to TechLawComments@EComputerLaw.com. I welcome your comments and questions, but due to the volume of email I get, I cannot promise that every comment or question will be answered.
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