You've got this great concept and have been thinking about it for awhile. You have a pretty good idea of how to make your concept a reality but you need help. You know what you want, you know what the end product should look like, and you know who your market is. You're just not sure about the nuts and bolts of how to make this a reality. You go shopping for somebody who might have the expertise you're missing. And it does not take you long to find him. You talk, discover that you can put something interesting together and agree to proceed. Contract time.
This part gets tricky. Drawing up contracts is all about protecting yourself in the event the relationship breaks down. But as with any relationship, professional or personal, contracts can reassure or can be a vehicle attack. It all depends on the intent of those involved. In some cases, the contract's role is to clarify expectations, lay out a process and gain agreement on what the parties are embarking on. That is all good. In cases where the contract is written in language that collects litigation, then the nature and spirit of the partnership is already compromised. It is like asking someone to get married but simultanously preparing for the divorce (something many do these days). So, which situation is most likely to be harmonic and less likely to result in the involvement of lawyers?
The truth is that once your relationship has broken down and trust is breached, the contract is not of great help to you. Those whose attitude is one of having to win at all costs have little to no interest in compromise or negotiation. Their goal is to have it all- usually at your expense. They sink to a low level which is usually very destructive and does great damage to their partner. That is often the goal. They will use the contract and choose to interpret it to their advantage. So the actual contract word is irrelevant as they will manipulate the situation to ensure that 'justice' is on their side. The relationship is destroyed but the relationship was never the priority. Gaining control and the upper hand was-for one party at least.
What happens in the situation where the intent behind the contract was to ensure clarity and process; where both parties come together with the intent to help one another achieve success. These relationships rarely become destructive because the goal is to help one another reach success. If the partnership no longer makes sense, these parties work towards an orderly transition so that all can emerge with their dignity intact, their businesses stable and valuable learning for the future. Their goal is to move ahead and learn from the experience and often these partners maintain a relationship which survives the partnership. No animosity, no lawyers, no destruction.
If you look at most litigation, the common theme is a break in trust and in the relationship. Litigation is about pay-back; evening the score; getting 'right' on your side. It is about people who can no longer talk to one another; who do not trust one another. It always ends badly and trust is never regained. It is expensive, protracted and soul-destroying.
So next time you enter into a contract, ask yourself what the intent is. If you find yourself thinking that you might need to protect your interests from your partner, then you should re-visit your decision to do business with this individual or organization. I'm not advocating naivety and blind trust. But I am advocating for a close examination of intention and trust. Because it is fundamental.