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traceroute66 3y ago
> My liability insurance asks who drafts the legal agreements in engagements and, if it is my company, they explicitly ask if a lawyer is involved. Yup. This is precisely one of the points I was getting at. If your business has liability insurance and ESPECIALLY if your business has professional indemnity insurance, then really you have zero option but to pay a lawyer to draft a contract. Read the proposal form you signed. Read the small print of the insurance. And most important of all, remember how insurance works, the insurance company expects you to have made a reasonable effort to mitigate your losses. By being a cheapskate and using a free/cheap ready-made template from the internet, the insurance company would be well within their rights to argue that you had not made a reasonable effort to mitigate your losses and the loss adjusters will adjust your payout downwards accordingly.
- mixmastamyk 3y ago
  Not sure I understand the context of this sub-thread? What kind of lawsuits (and need for liability insurance) should be expected for a software SaaS with a TOS that basically says "we're not liable for anything...". As every software terms state (grumble). From the sound of it, seems you two are talking about providing something moderately mission critical.
  - traceroute66 3y ago
    > with a TOS that basically says "we're not liable for anything...". And therein lies the problem. You may think that stating "we're not liable for anything" is an easy get out of jail free card. The reality is that drafting LOL (Limitation Of Liability) clauses is an artform that evolves constantly inline with emerging case-law in your jurisdiction. You see, there's this little problem of someone called a judge. Judges tend not to like people who take the piss and draft one-sided contracts. Judges have many powers, one of which is ruling to disregard unlawful or unfair contract clauses. Shitty LOL clauses are like a red rag to a bull for a judge ! A good commercial lawyer will know how far you can take your LOL clauses without taking the piss. At the end of the day, if you're selling SaaS, then "we're not liable for anything" is unlikely to cut it in the vast majority of jurisdictions in this world. So that also answers your second question about why liability and indemnity insurance exists. For the stuff you can't LOL.
    - mixmastamyk 3y ago
      Ok, thanks. I agree this is a concern that exists and is a worry for some. But I'm looking for concrete examples of what kinds of events and businesses are most at risk.

CPLX 3y ago

This isn't necessarily true. I've spent six figures on legal fees easily, and I also use templates and off the shelf stuff all the time. Clerky is a good resource and is fine for most core stuff. You just can't pay lawyers every time you do everything, it's a waste of resources for small simple businesses that may never go anywhere. And the other issues is EVEN IF YOU DO that doesn't guarantee anything, most lawyers are just using THEIR templates anyways and charging more. If you don't know what to ask for you and don't yet understand the business dynamics you really get almost no value add from having an actual lawyer. I'm currently paying a law firm about $20k to rewrite a bunch of docs that I used templates for about 5 years ago. I consider that a success, the business now has millions in revenue and can afford it and it's fine. That's a pretty normal sequence of events in business.

traceroute66 3y ago
> it's a waste of resources for small simple businesses that may never go anywhere. As per my original post. That statement is one made from the comfortable armchair of somebody who has not had to litigate off the back of a free/cheap ready-made contract. What is a waste of resources is paying a lawyer to try to get you off the hook for something that could have reasonably been in the contract in the first place had you had it drafted for your specific business context rather than relying on some shit internet template. > most lawyers are just using THEIR templates anyways and charging more. This is bullshit and you know it. Yes, lawyers use base templates, but that's because there are some clauses that will always need to be there no matter what. However the devil is in the details and the lawyers also sit down with you to understand your business context and those templates get edited, sometimes heavily edited depending on the business context. The point is that you are paying the lawyer for their experience. They know what should be kept in the template. They know what should be removed from the template. They know what should be added to the template AND they know how to add stuff to the templates in a legally correct manner. You claim to have spent time with lawyers drafting legal documents, ergo you should know that and not spread FUD.
- CPLX 3y ago
  Are you a lawyer? Only lawyers with something to sell or people working entirely in hypotheticals talk like this. People who have actually hired lawyers and litigated things know what a shit show it all is. > As per my original post. That statement is one made from the comfortable armchair of somebody who has not had to litigate off the back of a free/cheap ready-made contract. I've done exactly that. You can create a contract by two people writing down what they agree on in bullet points and have it be binding and litigate it if you want instead too. It's actually pretty normal. Legal docs aren't magic, they're words that represent agreement between humans, and in litigation usually what's going on is a bunch of humans trying to figure out which narrative best represents the actual underlying agreement between the people in question. > What is a waste of resources is paying a lawyer to try to get you off the hook for something that could have reasonably been in the contract in the first place had you had it drafted for your specific business context rather than relying on some shit internet template. Even more of a waste of resources is paying a lawyer to sort of kind of pay attention for a few minutes to your requests before assuming you're like some other situation he's seen and giving you that person's template and charging you $3,500. Which is generally what happens to people if they don't know what they're doing. Or, alternately, paying $25,000 for a real firm with domain expertise who do actually listen to you and successfully craft a great customized document that does in fact slightly improve on the template you would have used. And then none of those things ever actually happen and it doesn't end up mattering anyways. > Yes, lawyers use base templates, but that's because there are some clauses that will always need to be there no matter what. However the devil is in the details and the lawyers also sit down with you to understand your business context and those templates get edited, sometimes heavily edited depending on the business context. > The point is that you are paying the lawyer for their experience. They know what should be kept in the template. They know what should be removed from the template. They know what should be added to the template AND they know how to add stuff to the templates in a legally correct manner. Yeah sure, that's possible. But in order to get good legal work you have to know what to ask for, and you have to be working with the right lawyer. Most people aren't going to be good at either of those two things, and working from templates is quite likely to lead to better outcomes for those people at a tiny fraction of the cost.
  - PatentlyDC123 3y ago
    You make great points. One of my law professors always said, "clear communication makes for long relationships." He was a small town lawyer that explained our job included: - making sure both parties understood exactly what the contract meant (legally, businesswise, etc.), and - asking the parties to talk through any issues (business, legal, etc.) that could arise and how they might want to handle the issue. Different parties cover these two points in all sorts of ways. You're right, it doesn't necessarily make sense to hire an attorney when the parties are on equal footing, experienced, clearly understand each other's duties, and don't really disagree on how to proceed should an issue arise. It's kind of like hiring a designer/firm for a website. Some will overcharge for a Wordpress template or they might charge big fees to give you a robust solution that is extreme overkill for your application. But, if you find the right designer/attorney, they will work with you to meet your financial and business needs. That seems to be the hardest part.