6 ms·

I think the point to "fucking sue me" is that you don't "fucking sue" someone over something trivial. So, if the dollar value of some provision in the contract

by nirvana 15y ago

I think the point to "fucking sue me" is that you don't "fucking sue" someone over something trivial. So, if the dollar value of some provision in the contract is not worth the cost of a lawsuit, in a way, it is kinda immaterial to the agreement because it would cost more to collect. So, I think the article is trying to hit the middle road you're advocating, though didn't make it as explicitly clear as it could have.

gwern 15y ago
> So, if the dollar value of some provision in the contract is not worth the cost of a lawsuit, in a way, it is kinda immaterial to the agreement because it would cost more to collect. It reminds me a little of something Ferriss wrote about in 4HW - just telling some of his minions that if it would cost <$100 to make a problem go away, they had his standing permission to spend that <$100.
tomkarlo 15y ago
Here's the problem: if they do end up suing you, and you just accepted whatever provisions they put in their contract, you're going to be screwed. The first version of a contract always strongly favors the party providing it, it's not malicious, it's just the right way to do it.
- cookiecaper 15y ago
  It is never right to proffer a deal that you know to be unfair to another party.
  - GeorgeTirebiter 15y ago
    Define "unfair". Every contract I've ever seen has been biased in favor of the firm writing the contract. Is this "unfair"? If you want "unfair" - try looking at some term sheets....
    - cookiecaper 15y ago
      Yes, it is unfair to offer a contract that is "biased" to the firm that writes it (within reasonable definitions of "biased").
  - rmc 15y ago
    But it might be legal.
  - tomkarlo 15y ago
    You're presuming that it's possible to determine that, but generally it isn't. Generally, I know what's fair for _my business_ and it's the responsibility of the other party to determine what's reasonable for them. Different parties will each have their own evaluation of a contract term - I may view something as a major risk and want protection, while the counterparty doesn't view it as likely and is happy to give that protection. This is why negotiating deals can be so interesting. Providing a contract that is favorable to your own needs, while not deceptive, is in no way unfair or unscrupulous. The counterparty always has the right to negotiate or simply refuse to execute the contract. You can't expect to anticipate the needs of both parties and to do so would just make negotiating a deal more difficult, because you'll have less flexibility to give the other side what they need.
    - cookiecaper 15y ago
      It's not your job to anticipate all of the needs of the other party, but you should offer something that seems like it would be reasonably acceptable to each party. You shouldn't offer a contract you know to be "heavily biased" to the author -- you should write up a contract that details a deal you consider reasonable and fair and a deal you believe that the other party will find reasonable and fair, and further negotiations can flow freely. If you offer a deal you know to be unfair and the other party executes it, you should understand that they probably do not understand the terms or do not feel they have an option except to execute it, and that's exploitative. You can't really just shrug it off by saying, "Well, if they accepted it, they must think it's a fair and even-handed deal!" That's not realistic. Quoth John Taylor, third President of the Mormon Church: "It is a common thing among a certain class of men to say I made a splendid trade to-day with Brother So-and-So. But did Brother So-and-So make as good a trade out of you? If he did, all right. But if you, because you happen to be a little smarter, or shrewder on a trade than your brother, have got the better of him, it is not all right, it is all wrong, and I do not think it a credit for a man to be possessed of that kind of smartness. I do not think it a credit to anybody to want something which belongs to somebody else."
      - tomkarlo 15y ago
        "It's not your job to anticipate all of the needs of the other party, but you should offer something that seems like it would be reasonably acceptable to each party." I don't agree that it's possible to know what would be "reasonably acceptable" to the other party when I don't know the inside details of their situation. I'm not their lawyer. Should an agreement be commercially reasonable? Of course. But there's a gulf between that and "reasonably acceptable."
Confusion 15y ago
You're assuming companies act rationally and won't sue you if it costs them money. That is a dangerous assumption: one guy that you pissed off is enough to send you down a dark hole.
- Tichy 15y ago
  Also some companies have lawyers as employees. They have to do something with their time.
- reidbenj 15y ago
  I know of trading firms who will sue to try to enforce a mostly unenforceable non-compete agreement on a trader who leaves just to piss them off and waste their time and money to protect themselves (and try to scare others from leaving in the future). But...this is the exception. No one said hedge funds were rational!
notahacker 15y ago
If you accept their version of the contract verbatim, chances are they haven't specified a maximum dollar value of your liabilities to them. Of course, it might still be a losing game for them to sue you into bankruptcy, but that doesn't mean they won't try.
- lsc 15y ago
  I think that 'unlimited' personal liability needs to be put in perspective; I mean, you take the same risk every time you drive anywhere. Think of it; If you kill someone, and you very easily can when operating a motor vehicle, you can easily be liable for millions of dollars of civil damages. (not to mention the death of another human being.) Yeah, you have insurance when you drive, but that only covers you up to a certain limit. you can get liability insurance for your business that does the same thing; and judging from the relative costs of those two types of insurance when I've gotten quotes, when you are small, you should probably worry a lot more about the liability you incur when you drive than the liability you incur when you sign a contract.

by nirvana 15y ago

gwern 15y ago

> So, if the dollar value of some provision in the contract is not worth the cost of a lawsuit, in a way, it is kinda immaterial to the agreement because it would cost more to collect. It reminds me a little of something Ferriss wrote about in 4HW - just telling some of his minions that if it would cost <$100 to make a problem go away, they had his standing permission to spend that <$100.

tomkarlo 15y ago

Here's the problem: if they do end up suing you, and you just accepted whatever provisions they put in their contract, you're going to be screwed. The first version of a contract always strongly favors the party providing it, it's not malicious, it's just the right way to do it.

cookiecaper 15y ago
It is never right to proffer a deal that you know to be unfair to another party.
- GeorgeTirebiter 15y ago
  Define "unfair". Every contract I've ever seen has been biased in favor of the firm writing the contract. Is this "unfair"? If you want "unfair" - try looking at some term sheets....
  - cookiecaper 15y ago
    Yes, it is unfair to offer a contract that is "biased" to the firm that writes it (within reasonable definitions of "biased").
- rmc 15y ago
  But it might be legal.
- tomkarlo 15y ago
  You're presuming that it's possible to determine that, but generally it isn't. Generally, I know what's fair for _my business_ and it's the responsibility of the other party to determine what's reasonable for them. Different parties will each have their own evaluation of a contract term - I may view something as a major risk and want protection, while the counterparty doesn't view it as likely and is happy to give that protection. This is why negotiating deals can be so interesting. Providing a contract that is favorable to your own needs, while not deceptive, is in no way unfair or unscrupulous. The counterparty always has the right to negotiate or simply refuse to execute the contract. You can't expect to anticipate the needs of both parties and to do so would just make negotiating a deal more difficult, because you'll have less flexibility to give the other side what they need.
  - cookiecaper 15y ago
    It's not your job to anticipate all of the needs of the other party, but you should offer something that seems like it would be reasonably acceptable to each party. You shouldn't offer a contract you know to be "heavily biased" to the author -- you should write up a contract that details a deal you consider reasonable and fair and a deal you believe that the other party will find reasonable and fair, and further negotiations can flow freely. If you offer a deal you know to be unfair and the other party executes it, you should understand that they probably do not understand the terms or do not feel they have an option except to execute it, and that's exploitative. You can't really just shrug it off by saying, "Well, if they accepted it, they must think it's a fair and even-handed deal!" That's not realistic. Quoth John Taylor, third President of the Mormon Church: "It is a common thing among a certain class of men to say I made a splendid trade to-day with Brother So-and-So. But did Brother So-and-So make as good a trade out of you? If he did, all right. But if you, because you happen to be a little smarter, or shrewder on a trade than your brother, have got the better of him, it is not all right, it is all wrong, and I do not think it a credit for a man to be possessed of that kind of smartness. I do not think it a credit to anybody to want something which belongs to somebody else."
    - tomkarlo 15y ago
      "It's not your job to anticipate all of the needs of the other party, but you should offer something that seems like it would be reasonably acceptable to each party." I don't agree that it's possible to know what would be "reasonably acceptable" to the other party when I don't know the inside details of their situation. I'm not their lawyer. Should an agreement be commercially reasonable? Of course. But there's a gulf between that and "reasonably acceptable."

Confusion 15y ago

You're assuming companies act rationally and won't sue you if it costs them money. That is a dangerous assumption: one guy that you pissed off is enough to send you down a dark hole.

Tichy 15y ago
Also some companies have lawyers as employees. They have to do something with their time.
reidbenj 15y ago
I know of trading firms who will sue to try to enforce a mostly unenforceable non-compete agreement on a trader who leaves just to piss them off and waste their time and money to protect themselves (and try to scare others from leaving in the future). But...this is the exception. No one said hedge funds were rational!

notahacker 15y ago

If you accept their version of the contract verbatim, chances are they haven't specified a maximum dollar value of your liabilities to them. Of course, it might still be a losing game for them to sue you into bankruptcy, but that doesn't mean they won't try.

lsc 15y ago
I think that 'unlimited' personal liability needs to be put in perspective; I mean, you take the same risk every time you drive anywhere. Think of it; If you kill someone, and you very easily can when operating a motor vehicle, you can easily be liable for millions of dollars of civil damages. (not to mention the death of another human being.) Yeah, you have insurance when you drive, but that only covers you up to a certain limit. you can get liability insurance for your business that does the same thing; and judging from the relative costs of those two types of insurance when I've gotten quotes, when you are small, you should probably worry a lot more about the liability you incur when you drive than the liability you incur when you sign a contract.