Red Lines

I had a negotiation a while ago which very nearly derailed itself. I keep thinking back to what happened and what it tells me as a lawyer and a person. As lawyers, we’re usually advocating other people’s views. Our business is representing other people’s business, but sometimes it can be hard to keep track.

This was the settlement stage of a long-running dispute. The contract had gone back and forth several times, resulting in layered redline.⊕However a case begins, almost all of them end with drafting tweaks on an A4-shaped MSWord document trying to untangle the redline.

Redline-swapping is a nightmare if you don’t keep good track of your versioning, because it all blends together unless you take time to check the metadata for each revision. Worse, most law firms automatically strip out the metadata of all sent attachments out of caution, so it becomes verbal soup.⊕Version control was solved in software decades ago but it’s harder in law because (a) most lawyers are allergic to plain text and (b) it’s much, much easier to version collaboratively than it is when you’re adversarial.

In this case, we thought we were at the end. We’d decided to accept some of the less reasonable requests from the other side just to get the deal done, so we expected to be getting a signature back quickly. Couldn’t work out why it took so long to hear back. After chasing, we got another tangled version of the agreement, with comments this time:

The guy on the other side had clearly taken against some of the wording and committed several paragraphs in the margin to explain why it was blocking the deal, how unreasonable it was, and what awful people we were for having it in the draft in the first place.

A quick phonecall was enough to remind him that the wording came from his client, and we agreed with him. The deal was done within the day.