As embarrassing as it is to admit, many small businesses try to cut corners and save time and money by drafting their own business documents and agreements. It may seem harmless to create and present a business document or agreement without the review and oversight of an attorney but a lawsuit can be an expensive learning process, especially when coupled with lost revenue. We’d like to provide you with some examples of why drafting business documents and agreements without an attorney’s help can end up a disaster.
Adapting an Existing Internal Business Agreement
A business has a document/agreement for an established product or service. A new product or service is created, and we’ll just make some adjustments – it will be a piece of cake…
What could possibly go wrong?
- Products or services that are relevant to the old process are left in and have no application to the new product or services.
- Products or services that are left in that should have been taken out are not accounted for in the agreed upon costs.
- Embarrassment trying to explain why the agreement is nonsensical in places because of the addition/omission of products or services.
Adapting a Business Document or Agreement Found Online
A business goes online to their favorite search engine and looks for business documents or agreements that they can adapt to make their own…
What could possibly go wrong?
- Jurisdiction (e.g. The agreement calls for both parties to adjudicate any issues in the State of Florida even though both businesses only operate in Ohio.)
- Parties to the Agreement (e.g. The agreement references the original parties and some of those parties make it onto the adapted version.)
- Missing References, exhibits, and partner documents (e.g. The agreement references documents that relate to the original agreement but not this adapted version.)
Buying a Document or Agreement Online
This one is tricky because a business can buy documents and agreements from websites that are advertised as legal websites. The documents could be well crafted, but they don’t apply.
An example would be a marketing company that creates social media posts and video blogs (vlogs) for their customers. The marketing company wants to protect themselves from any lawsuits that may arise from using pictures and intellectual property provided by their marketing clients. A well-written and legally reviewed non-disclosure agreement from an online website would not cover that exposure. An indemnity agreement with hold harmless language would be more applicable than a basic non-disclosure agreement. Ask yourself: is this the right agreement for both parties or just a good agreement that doesn’t exactly fit my needs?
Is it Legal and Is it Enforceable?
Another potentially embarrassing scenario involves drafting business documents and agreements that are not legal and/or enforceable. It can also be an issue when a business decides that they are going to put in language that they think will protect them even if it is not legal or enforceable. Just because you wrote it and someone agreed to it doesn’t mean it is legal or enforceable if an issue arises. Laws at every level of government set boundaries for enforceability, and there is always a correct and incorrect way to say something in the “legal sense.”
Learn More About Legal Drafting
If you are interested in learning more about drafting business documents with Daniel Ross & Associates, contact us today. To schedule a free consultation to discuss how business documents can impact your business, please call (216) 307-5590, or get in touch using our online intake form.
All the best,