Adapted from “Before You Sign on the Dotted Line…”first published in the Negotiation newsletter, May 2009.
After reaching an agreement, professionals often rely on their lawyers to draw up the official contract. Unfortunately, miscommunication between negotiators and their lawyers often leads to costly mistakes. Contract terms may not accurately represent the negotiated agreement, key deal terms could be missing, or clauses might contradict one another.
These mistakes, which can occur due to carelessness or lack of communication between lawyers and clients, can lead to misunderstandings during the implementation stage and problems later on.
To ensure that your contract accurately reflects both sides’ understanding of the deal, follow these guidelines from Harvard Law School and Harvard Business School Professor Guhan Subramanian.
First, share the motivations behind the deal with your lawyer. When a lawyer understands the purpose of your contract, mistakes are less likely.
Second, take time to read the completed contract yourself. Encourage your counterpart to read it carefully as well and then discuss any areas of confusion with your lawyers.
Third, because you can’t be expected to grasp the subtleties of legalese, ask your lawyer to read the contract back to you in “plain English.” Ask follow-up “What if?” questions that probe the boundaries of deal conditions to make sure you’ve covered all the bases.