I Hate Google

Not really.  In fact, I love Google.  It’s the starting point for most of my own questions like: “What is The Weather Next Week in Madrid?” or “Top Netflix Movies During a Snowstorm.”  You know, life’s big questions.  However, these questions are much different than utilizing Google as your legal counsel.  Time and time again I have to break the news to clients that the form agreement or contract they found on Google, which they then incorporated into their business and executed actually has a jurisdiction clause for another state, or actually gives away specific rights you thought you were protecting.

My favorite story is being presented with a real estate contract, which had deteriorated to a dispute, by an investor looking for assistance.  The investor had saved a few bucks and pulled the form from Google.  Under this form contract, the law applied to any dispute was that of the Republic of Seychelles.  Because I do not practice law in this beautiful and beachy place, I couldn’t help with this particular dispute, but we did agree that going forward, she would discuss the contract prior to execution rather than just when a deal has fallen to pieces.

Another example is a client who had formed his LLC online, “Googled” for an Operating Agreement, everybody signed and the business was off and running.  Until a dispute erupts.  A nasty one.  The Operating Agreement, which is typically (and unfortunately) not looked at again until the partners are at odds, required that all disputes be settled by AAA Arbitration, with three arbitrators.

Sounds reasonable, right?

Well, even a minor dispute require a large filing fee and when your agreement requires not one, not two, but three arbitrators you are paying upwards of $400/hour, times three, plus your attorney.  So if your dispute is over, say $10,000 there is no simple and inexpensive way to resolve it.  In practical terms, it means even the most minor dispute is likely the end of your company.

Having gone through this very problem with a client recently, her reaction was:

“I hate Google!”

So the moral of the story is, just because you can find what you think you need online, doesn’t mean that you should.  Taking legal shortcuts often lead to unintended and unwanted litigation, or a lawsuit costing thousands of dollars.  If the goal is to save money by consulting Google instead of a business lawyer, you are also typically assuming unintended risk.

The internet is a remarkable tool and Google has the answers to almost anything at your fingertips, but some things should not simply be left to the current algorithm of Google results for questions most important to running your business.  Leave Google for answering life’s big questions and feel free to get sidetracked with a cat waterskiing while your attorney drafts the necessary document to protect your business properly.