Stanford Business

MAY 2006


Retainers, Rebuttals, and Recriminations

An MBA takes a few liberties with communication from a solicitor.

by John W. Sasser, MBA ’76


John Sasser

JANUARY
To: Ms. Ima Embiay

Of course I remember you from our days in undergraduate school, though I doubt I’d recognize you today without that lampshade you used to wear when dancing on the table at the frat parties. I think you must have been perfectly suited for business school—I hear they have a beer bust every Tuesday night and no Wednesday classes! For my part, as I’m sure you know, I attended (and excelled) at a well-known Eastern law school.

Our firm would be pleased to represent you in your proposed sale of real property. Given that you’ve already negotiated the major terms with the buyer, the bill should not be terribly outrageous. However, as with all first-time clients, we require a substantial retainer before doing any work.

Sincerely,
Ruth Leslie Billum
 

FEBRUARY
Dear Ima,

Thank you for the retainer. We sent the buyer’s attorneys our standard contract that no one in their right mind would accept, and they have replied with their standard unreasonable requests. We met with them for extensive negotiations, which went on well after lunch. We are currently at an impasse, with both sides comfortably and well sated on our respective sides of the table. Perhaps something will break during next week’s scheduled lunch meeting at Chez Fernand with three of our lawyers and three of theirs. In the meantime, we are doing research on how global warming could affect this contract.

Enclosed is our bill; the retainer was exhausted well before dessert.

Ruth L. Billum
 

MARCH
Ms. Embiay!

I think I should begin by reminding you that modern telephones have excellent speakers and you don’t have to shout as if you were in one of those business school case studies! Also, there is no need for us to pull our heads out of anywhere. I don’t know what kind of yoga you practice, but we assigned a junior partner to attempt to put his head where you claimed ours were, and I can assure you that the position you described is impossible—at least for an attorney.

So, per your ineloquently expressed instructions, we have dropped our demand that the buyer pledge his children’s college funds as additional security for the earnest money contract. While we understand your assertion that his deposit of 20 percent of the purchase price is enough to ensure performance, we have found the prospect of having the kids at home after high school is a very strong negative motivator. I would have thought you’d have learned that in your organizational behavior classes.

In any event, the contract is now signed, but once again the intense negotiations (and physical experimentations) have resulted in a substantial bill, which is attached.

Sincerely,
R.L. Billum
 

MAY
Ms. Embiay,

Let me start by addressing your comments on our fees. I thought you business people understood sunk costs (as in, “don’t cry over”). Please; your payment is overdue.

Per your instructions, we have terminated the site survey by our environmental branch. Even though this was not called for in the contract, we felt it was in your best interest because if a “certain condition” existed, even if it was discovered “at the end of time,” as we lawyers say, the buyer’s buyer’s buyer’s buyer could come back to you for this problem. I am pleased to report that our brief survey found habitat that could possibly support the Blue-Headed Skink. Although no one has seen said skink for a considerable period, we have reported this, as required by regulations written by our fellow lawyers, to the local regulatory agency. Rest assured that we will continue to defend your interests in this matter.

The latest bill, with interest, is attached. Please give this your attention.

R.L. Billum
 

JULY
Delinquent Client,

We were interested to note that the local Defenders of the Blue-Headed Skink have filed a lawsuit to restrict development on the property. We met with their lawyers over lunch, but since we have not been paid we were unable to comment on your behalf. Lunch was, however, excellent, and it was also unique in that these were the first lawyers I’ve ever seen who ate only vegetables.

By the way, the buyer has invoked the environmental clause in the contract and withdrawn. We have returned his earnest money, since it was impossible to close the contract in any event, given the lien on the land filed by our collections subsidiary. We await your instructions on the matter of the Blue-Headed Skink, as well as your attention to our bill.

R.L Billum
 

THE NEXT DAY
Dear Once and Future Client,

We were certainly surprised to receive the signed deed to the property in the mail. Yes, we agree that the value of the land has declined precipitously due to the suit from the D.B.H.S., but that is not our direct concern, and I suggest that you get over it yourself. Stuff happens to clients.

As to your instructions that we could take the land as payment of our bill, unfortunately it is a felony to attempt to satisfy a legal claim with a worthless instrument. As officers of the court, we’ve notified the authorities and warrants for your arrest have been issued. Fortunately, our law firm has an excellent criminal practice and is willing to defend you against the charges. A very large retainer is required. This could drag out for years.

For R.L. Billum
C.U. Neckstime

John Sasser is currently living in Sofia, Bulgaria, where he works for the Peace Corps as Associate Country Director. His wife Nancy, also MBA ’76, has opened the Sofia branch office of her consulting business specializing in non-profit clients.

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