Summoning the Muse

Abstract

Imagine that you are in-house counsel negotiating a large and complex international IT transaction. The parties are interested in doing business together and but cannot agree on one of the usual risk management issues in the contract such as the warranty, limitation or liability, or indemnity. The executives for both parties have insisted that the legal teams find a creative solution to conclude the contract by the end of the week. As in-house counsel, you are also juggling a real estate transaction, several labor law disputes around the globe, and multiple sales people pushing their contracts to the top of your inbox. The interruptions seem to increase as it gets closer to the end of the week and you need develop a compromise to help move the transaction forward. The other party is not looking to ‘horse trade’ on clauses, they want their concerns addressed and yet, you are unable to introduce additional risks to your client or deviate from the business terms, and you need to develop some alternative ideas.

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