When I first started as a construction lawyer, my boss (Alison) was attempting to introduce two types of model documents for construction projects – the Rolls Royce (the best version) and the Morris Minor (a stripped back version). Perhaps not great names, but the idea was that a simpler document would be available for those who wanted it.
It didn’t really take off. The stripped back version was perceived as inferior.
But the idea of an MVP or minimum viable product is one which is used across sectors to provide a baseline from which they can build or refine.
My 500-word contracts are not designed to be inferior… I intended my contracts to be more like the vehicles created for the solar challenge – an innovative future-facing product with maximum performance but minimum use of resources.
I initially focused on letters of intent because at their heart these are (or should be) temporary contracts for a discrete set of initial works – and they are (or should be) superseded by a more in-depth contract. Adopting a short simple letter of intent is relatively low risk, and high reward because it allows the project to start quickly. A Formula 1 option for a F1 speed!
Collateral warranties are also relatively easy to simplify. Because at their heart these simply piggy-back on an existing contract. My 500-word (not even that) warranty has only two critical clauses: parties and rights, and three optional ones. Everything else is in the underlying contract document – we don’t need to create its doppelganger!
What should you do?
Do your legals feel or read like MVPs (just enough to do the job) or are they over-engineered and over-lawyered?
Creating contracts should not be like buying cars. You don’t need to be ‘sold’ extras – in this case extra clauses – to boost the price.
If you only need two clauses, why not just write two clauses?
If you only want the risk and processes from a standard or model form, why not use it unamended?
Dare to be different and ask for the MVP, the bare minimum, to record your deal and keep your commercial relationships positive.
