OUR INSIGHTS: A GENERAL COUNSEL’S PERSPECTIVE
Welcome to our collection of articles, essays, and reflections on the evolving intersection of law, business, and technology. Here you’ll find the same practical thought leadership shared on LinkedIn, organized and ready for deeper reading.
Contract Strategy
The Hidden Legal Cost of the CRO Role
When Sales runs the deal, Legal runs the fallout.
The Most Dangerous Phase of a Deal Isn’t Signature, It’s the First Redline
How a 3-step framework turns contract negotiation from reaction into design.
When someone says they won’t deliver, believe them.
The Hidden Value of Contracts: How Clauses Shape Company Valuation
What investors really see when they read your agreements.
Rethinking Risk: Why Liability Caps Protect Both Parties
Liability caps aren’t about avoiding accountability, they’re about keeping services affordable, contracts rational, and risk where it belongs.
Why Indemnity Clauses Don’t Belong in Your Breach Section
Misusing indemnity clauses to cover first-party breach undermines centuries of contract law and exposes vendors to risks they never priced or insured.
Indemnification Explained: Targeted Risk Transfer, Not Tit-for-Tat
Understand when reciprocity makes sense, and when it doesn’t.
What a Disclaimer of Warranties Really Does (and Why You Need One)
A disclaimer of warranties clause isn’t about hiding defects, it’s about ensuring the contract reflects what was actually agreed.
Why ‘Commercially Reasonable Efforts’ Don’t Belong in Warranties
Replacing a promise with a process turns accountability into ambiguity. Warranties are about standing behind outcomes, not intentions.
Payment Terms Are the Deal’s Cash Flow Engine
Late payments aren’t harmless delays, they rewrite the economics of the contract and turn vendors into lenders.
Why ‘Time Is of the Essence’ for Payment, Not Performance
Symmetrical wording doesn’t create symmetrical risk. Clients control payment; vendors rarely control every aspect of performance.
Why You Shouldn’t Tie Liability Caps to Insurance Limits
Liability caps price the risk of one deal. Insurance limits cover the risk of an entire business. Confusing the two destabilizes both.
The MSA Is the Constitution. The SOW Is Legislation.
Scope can evolve with each project. Risk allocation should not. When the two conflict, the MSA must prevail.
When clients withhold access, cooperation, or approvals, it’s not just a delay, it’s a silent breach. Strong contracts must make that explicit.
Confidentiality and Security Are Cousins, Not Twins
NDAs govern trust between people. Security agreements govern risk between systems. Blurring the two weakens both.
A Marketing Brochure Is Not a Contract
Selling language inspires confidence. Contract language creates accountability. Mixing them puts both your brand and your balance sheet at risk.
“We Don’t Want Your Trade Secrets” — The Most Misunderstood Line in NDAs
Trade secrets aren’t just formulas and algorithms. They’re pricing models, methodologies, and delivery frameworks. Exactly what prospects need to see, and what NDAs exist to protect.
The Most Dangerous Word in Indemnities: “Reasonable”
It sounds fair, but “reasonable” means different things to different parties. Define it clearly, or let a court decide what your risk is worth.
AI & Governance
AI Doesn’t Hallucinate — It Inherits Our Mistakes
Generative AI isn’t inventing bad contracts; it’s reproducing the ones we’ve already written. The best drafters will be those who can spot human errors before machines repeat them.
Why Redlines Still Matter in the Age of AI
AI can process text, but it can’t exercise judgment, the kind that weighs risk, context, and consequence. That’s not coding. That’s craft.
Privacy & Cyber
Confidentiality and Security Are Cousins, Not Twins
NDAs govern trust between people. Security agreements govern risk between systems. Blurring the two weakens both.
When the Switch Flips Off: The Hidden Risk of Digital Dependence
Yahoo’s overnight 98% storage cut isn’t just an inconvenience, it’s a case study in business fragility and the need for real contingency planning.
FedRAMP and CMMC: Same DNA, Different Domains
FedRAMP authorizes the cloud. CMMC certifies the contractor. Both protect CUI, but one can’t substitute for the other.
From CHIPS to Shields: The New Architecture of U.S. Supply Chain Security
The U.S. isn’t just funding innovation, it’s hardwiring sovereignty. Intel’s equity stake and the Golden Dome initiative are two sides of the same national security strategy: supply chain integrity.
The Myth of the One-Time Breach
The real danger isn’t what happens when hackers get in, it’s how long they stay undetected.