Fools For All Seasons
by Miki Saxon
Fools that we are (including me) we write and rarely read before hitting send. Sometimes we read during the sending, see the error and watch in horror as it winks into the ether.
During a discussion on the LinkedInBloggers egroup last week Steve Collins said, “I am *absolutely* no the side of having the message archives searchable and open to the public. I see no reason they should be anything else.”
I kidded Steve about writing ‘no’ for ‘on’ since it completely reversed what he meant.
Steve wrote back, “I noticed it as soon as it was posted and cursed under my breath. You’ll see I also posted a clarification. Spellcheck is great but until someone builds a spellcheck that can read and understand what you’ve written, we’re doomed to making these mistakes.”
But that’s just a little thing.
But what happens when the error is in a multi-billion buy out contract?
“JPMorgan and Bear were prompted to renegotiate after shareholders began threatening to block the deal and it emerged that several “mistakes” were included in the original, hastily written contract.”
One sentence was “inadvertently included,” which requires JPMorgan to guarantee Bear’s trades even if shareholders voted down the deal. That provision could allow Bear’s shareholders to seek a higher bid while still forcing JPMorgan to honor its guarantee.
When the error was discovered, James Dimon, JPMorgan’s chief executive, who was described by one participant as “apoplectic,” began calling his lawyers at Wachtell, Lipton, Rosen & Katz to seek a way to have the sentence modified. Finger pointing over the mistakes in the contracts began as bankers blamed the lawyers and vice versa.”
As JayReding.com says, “…one attorney probably shouldn’t be drafting a contract without at least one other attorney taking a look at it. That sort of socialization is even more important when something as small as one sentence, one word or even one punctuation mark can make a difference in the billions.”
Looking ignorant by not spellchecking is one thing, altering the actual meaning, especially in a contract is what makes a fool for all seasons.
(photo credit: Matt Foster)
