The dedication in my book on collateral warranties is to my mum “who taught me everything I know about tender loving care (but knew nothing about tiny little contracts)”. Here’s the story behind that book.
#GetYourTLC
When I first started as a construction lawyer, my boss (Alison) was introducing two types of template 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.
I never wanted my 500-word contracts to be inferior… a rust-bucket or Morris Minor version. 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heart these are (or should be) temporary contracts for a discrete set of initial works – and they are (or should be) superseded by a Rolls Royce contract. As the current alternatives are effectively Morris Minors… not well-written and pretty complex… adopting a short simple letter of intent is relatively low risk, and high reward because it allows the project to start quickly. An F1 option for an F1 speed!
Collateral warranties are also relatively easy to simplify. Because at their heart these simply piggy-back on an existing Rolls Royce 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 Rolls Royce document – we don’t need to create its doppelganger!
Creating contracts should not be like buying cars when you’re offered optional extras to boost the price. If you only need two clauses, why not just write two clauses? As lawyers are no longer paid by the length of a document, we can use just one word, instead of 500.
How do you choose a car and what does that say about how you choose contracts?
