

Ask HN: Contract Forms: Give away Word doc, sell annotated PDF?  Or vice versa? - dctoedt

BACKGROUND:  I'm a lawyer, formerly a public software company GC and large-IP-law-firm partner, now in private practice; I have other credentials I won't go into here.<p>For a long time I've been interested in streamlining my contract-drafting and -review work. I've never been fond of the reinventing-the-wheel that seems to go on in just about every negotiated transaction.<p>"THE PRODUCT":  With that in mind, I've been developing some easily-editable contract forms -- really, they're highly-configurable, checklist-like compendiums -- that I'll be making available under a Creative Commons license.  I've annotated the forms pretty extensively with what I hope is reader-friendly commentary.  The forms aren't a substitute for legal advice, of course, but they could give lawyers a decent head start in drafting and reviewing contracts.  I've also found them very useful as teaching materials in a law school contract drafting course that I teach.<p>Following the advice I've read here and in pg's essays, I want to get a version of  "the product" out there for people to look at.  Toward that end, I've posted a sample two-page nondisclosure agreement (NDA) as an editable Word document, along with a PDF excerpt from the longer-form annotated NDA compendium.<p>The documents are at http://www.TATECompendium.com.<p>QUESTIONS:  Most HN readers aren't lawyers, but some of you probably work with lawyers from time to time, so I'd appreciate your input as business people on the following.  (I'm posing analogous questions to lawyers.)<p>QUESTION 1:  To what extent would you be comfortable giving your lawyer either a short form or a compendium form like this, and asking whether it made sense for him/her to use it as a starter draft in doing your legal work?<p>QUESTION 2:  I've put a good bit of work into the project, so I'd like to try to monetize it at least somewhat, but I'd also like to create as few barriers to widespread adoption as I can.  Should I --<p>OPTION A:  (1) Give away for free an editable Word-document version of both the short-form NDA and the complete NDA compendium, _without_ annotations, and  (2) use e-junkie to _sell_ a locked- and branded PDF of the complete compendium _with_ annotations?<p>Option A would amount to selling the annotation content as an e-book, while giving away editing convenience for both short- and long-form drafts.<p>or<p>OPTION B:  (1) Give away the short-form NDA, in editable Word-document form, and a locked PDF of the complete annotated compendium, and (2) sell an editable Word document of the complete compendium?<p>Option B would amount to giving away an editable short-form starter draft, and also giving away the annotation content, but selling editing convenience for a long-form draft.<p>For weeks I've been leaning toward Option A, but recently I've been wondering whether Option B might be better over the long run.<p>Any thoughts?  All (constructive) comments and suggestions gratefully received.   I'm especially interested in feedback about what other contract types could use starter-draft compendiums like this.<p>FYI, I've got a few other contract types pretty much done -- consulting-services agreement, Web site terms of service, employment agreement, reseller agreement, etc.<p>Thanks in advance.
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apowell
Until recently, I worked for a major retailer of online legal forms. You can
get in touch with me if you'd like to learn more about the landscape. To
answer the questions:

1) I'd expect my attorney to react like my doctor would if I brought him a
kidney in an icebox and asked him for a transplant. The kidney might be good,
but how does he know?

2) If you're giving away a usable product, don't plan to sell much of it --
even if the full version is better in some significant way. If the freebie is
good enough, why buy?

Overall, I think you're going to find that you have tough competitors -- huge
document libraries, low prices, and solid marketing. Have you surveyed the
competitive landscape?

~~~
dctoedt
Responding to both apowell and underdesign:

Yes, I've surveyed the competitive landscape pretty extensively. I agree with
your analyses of potential weaknesses.

Two possible differentiators I see are:

(1) the "open source" nature of the contract clauses themselves, which
eventually could result in the compendium becoming a de facto standard;
combined with ...

(2) ease of configuration (checkboxes) and ease of editing.

But those two points might not be enough to motivate people to pay anything.

Thanks for the input.

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underdesign
You're getting into a market rife with competitors, and they're all offering
the same product for free, or more value for less money.

Plus, no one like NDA's and they've very hard to defend legally. That product
is designed for big business, who already have lawyers drafting NDA's. Not
regular consumers.

Selling legal opinion (and it's _opinion_, not fact) is a valid business
model, but there's no real accountability. How can one defend a contract when
you never met the writer?

My 2¢: Start a blog, give away (free!) a template contract a month, along with
regular postings of explanations of the legal areas your covering along with
further research. Start a dialog with the public about what they need and
tailor your products to the market.

Get subscribers to your legal opinion, be the expert, and find new legal
business by simply being the best at what you do.

Also, your domain name sucks.

~~~
dctoedt
Which domain name sucks - TATECompendium.com, or OnTechnologyContracts.com?
(Or both?)

