Right, let’s see what this cracker holds in store! Aha, good — the trusty cracker joke: “What do you get when you try to draft your own business sale agreement? A claim form in your stocking.” Oh, that’s not very funny. But wait! There’s a story inside…
“Once upon a time, a company sold part of its business. In order to avoid the expense and unnecessary faff that lawyers would inevitably cause, the parties used a simple online template to document their deal. The buyer thought the deal included everything: the trading name, the customer lists, even the patent behind the seller’s best-selling product.
“Unfortunately for the buyer, the trading name and that lovely patent actually belonged to the parent company, not the one selling its assets to the buyer. Cue confusion, chaos and emails so frosty that even Frosty the Snowman himself would have needed a coat to read them!
“The parties realised, to their dismay, that in trying to avoid the legal fees of around £4000 they’d been quoted for handling the transaction, they’d exposed themselves to a dispute which would cost tens of thousands to resolve. And, of course, the dispute came packaged with a parcel full of stress and a voucher for an extended period of disruption. Nothing says festive cheer like having a breach of contract claim served on you on Christmas Eve.
“Thankfully, without the need for any visits from the ghost of lawyers past, lawyers present or lawyers yet to come, the parties immediately saw the error of their ways and called their advisors as soon as they realised there was an issue. Through their lawyers, the parties negotiated their positions fairly and amicably and reached a resolution on the ownership issues, allowing both parties to move forward with comfort and joy, peace on earth and goodwill to the rightful owner of it.”
Well, like a low-budget Christmas rom-com, that story had a reassuringly happy ending. If you want to make sure your stories do too, make sure you don’t skimp on legal advice. Don’t assume ‘contract clause’ is as jolly and friendly as Santa Claus. Before you sign a contract, give it to someone who’ll check it once, check it twice, take out the naughty and strengthen the nice.
Remember, ‘tis always the season to be thorough, because lawyers are for life, not just for Christmas!