http://denniskennedy.com/blog/2006/05/moving-toward-open-source-contract-law-the-iaccm-project/ Legal technology, technology law and other musings. Tue, 19 Feb 2013 04:08:56 +0000 hourly 1 http://wordpress.org/?v=3.5.1 http://denniskennedy.com/blog/2006/05/moving-toward-open-source-contract-law-the-iaccm-project/comment-page-1/#comment-103 David Munn Fri, 26 May 2006 21:28:21 +0000 http://denniskennedy_com.innosoftware.net/?p=1074#comment-103 Thanks Dennis.
Another point I didn’t make is that I believe there are a couple of significant reasons why sales contract negotiations often become difficult.
The first is that one or both of the parties may take unreasonable positions. That may be a conscious business decision to try to gain an advantage. If so, companies need to weigh whatever actual advantage this practice gives them (after the conclusion of the negotiation process) against the additional costs (to both sides) incurred in the contracting process, as well as the cost to the relationship. On the other hand, it could simply be the result of ignorance on the part of contract drafters and negotiators.
In fact, ignorance may be the most significant factor in making contract negotiations more difficult than they should be. This could be ignorance of the law or the actual legal consequences of certain contract language, ignorance of what is common practice in the industry, ignorance of the true costs of certain contract terms to the organization, or ignorance about the subject matter of the contract – that is, what is actually being sold or provided, what are the buyer’s actual needs, and what’s the best and most efficient way to get the product or service to the buyer. This ignorance can lead to negotiators taking negotiating positions that have no basis other than “that’s our standard form,” “we’ve always done it that way,” or “you can’t be too careful.”
The IACCM project could go a long way toward addressing a number of these issues.
David Munn

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