
Fucking Sue Me (2011) - quickthrower2
http://pud.com/post/10103947044/fucking-sue-me
======
quanticle
_“But what if something happens?? What if the site crashes? What if I’m late?
What if..??”_

 _“Do you think any of that stuff is going to happen?” he asked._

 _“Probably not. But what if it does?”_

 _“Then you know what you do?” he said. “Tell them, ‘fucking sue me.’”_

This is dangerous advice. It will work well right up until you come across
someone who will "fucking sue you". A contract, once signed, is a legally
binding promise. You have promised to deliver what's on the contract, and you
can be held accountable in a court of law if you fail to do so. The financial
penalties for violating a signed contract can easily drive one into
bankruptcy, and the reputational penalties can make it very hard to recover.

~~~
tomhoward
_" This is dangerous advice."_

Having been in these kinds of negotiations many times over the 15 years I've
been in business, and having never been sued nor ever had a deal go seriously
wrong, the dad's advice seems perfectly sound.

The real point here is this:

In every significant business transaction (or indeed, major life decision),
you have to choose where you're going be on the risk continuum between sheer
recklessness and complete security.

At some point your efforts to be prudent cross over into excessive paranoia
and then a new form of risk: that all the money and time you spend to try and
keep everyone safe will be wasted if the deal doesn't go ahead at all, or if
it reduces the amount of time and money everyone has to actually do the work.

Sooner or later all the de-risking stops being de-risking and starts creating
new forms of risk.

I'm pretty sure the dad in this story was just advising his son to avoid
making that mistake.

As the story said, the son sincerely expected to be able to do the work as it
was scoped, for the price on offer. If this wasn't the case, the dad's advice
would have been very different.

The reality is that when a small business is providing a service to a large
company, the threat of legal action isn't really much of a motivator, as the
small business likely doesn't have anything they can be sued for (aside from
any insurance coverage they may have), so it's just not worth the cost and
hassle of taking legal action. As a supplier, your reputation, along with the
satisfaction of doing good work, are much bigger motivators to deliver a good
result.

So everyone really knows, in a deal like this, that the only real option is
that everyone works together to get the work done well, and if it looks like
it's going off track, then you re-negotiate the agreement and if it seems
irredeemable, consider cutting ties.

Legal action will barely ever be a sensible option in a case like this. I'm
sure this was a key part of the dad's advice.

~~~
sillysaurus3
Meanwhile, my friend is being sued by a nutty old rich guy that thought my
friend went out of their way to sabotage him. (They did no such thing, but
when a "startup" goes wrong, people go crazy.)

More specifically, my friend entered into a contract to deliver X for the old
guy. When X turned out not to resonate with customers, the old guy sued him.
Nobody saw it coming. My friend will _probably_ win, and he was very lucky
that he was able to get a lawyer for free. But what a massive PITA.

~~~
marcosdumay
As you said, your friend will probably win. That means the contract already
predicts the situation.

That's the point somebody was making about avoiding assholes. There is nothing
you can do to avoid that risk. He will sue anyway. Your best hope is avoiding
them. And each extra bit of protection you add into your contract will make
you look slightly more similar to an asshole, so you'd better keep it to the
probable risks.

------
igitur
Epitome of survivor bias. Those who failed by taking on too much risk aren't
here to tell their story.

~~~
bkanber
What, they died or something? And now can't tell their story? That isn't
survivorship bias at all. You can fail and still tell your story.

~~~
jhasse
They may be too ashamed to tell their story.

~~~
closed
Or because of the acute pain of losing be more likely to tell their story. I
guess whichever side gets this wrong is exhibiting survivorship bias bias.

------
shalmanese
There are two primary purposes for a contract:

1\. Laying out legal remedies in cases of breach of contract

2\. As a formalized negotiation tool to make sure both parties are on the same
page

People focus on #1 but overwhelmingly, the utility for a contract comes from
#2. In cases where business deals go sour, actual malice is a far trailing
cause to misunderstanding and contract negotiations are a best faith effort to
avoid this as much as possible.

------
herrkanin
This could just as well have been a blog post about what strategies he used to
win the lottery. If anything would have gone wrong, the lesson learned would
have been quite different.

~~~
ballenf
If being successful in business was a 1-in-a-trillion random chance then yes.
If success in business depends on taking certain risks and understanding which
ones are worth taking, then no, I disagree.

That doesn't mean that this approach is the one single ingredient needed for
success, of course.

~~~
ryandrake
OK, then this is more like "I once walked across a busy street without waiting
for the crosswalk signal, and I did not get hit by a car. So a good strategy
is to just go, you won't get hit!"

------
wheelerwj
In my experience with sending/receiving/signing contracts, I think they are
pretty ineffective if you use them solely and entirely as a derisking tool.
This is because there are many mechanism that one side can use to inflict pain
to the other side and no contract can protect against all of it. This is why
binding arbitration is a thing.

But as an entrepreneur, I use contracts as a way to set expectations early on
in the relationship. Our side agrees to do X, your side agrees to Y, this is
when we agree to do it, and lets mitigate some basic and common
miscommunication.

The excessive legal back and forth for small businesses and mostly friendly
deals is probably unnecessary in a lot of situations, but failure to
effectively communicate expectations is a killer, because a client can decide
not to pay and tell you to "fucking sue me."

------
TwelveNights
I really like the writing style in this post, so I went to check on some other
posts he had made.

He seems to be a pretty nice guy overall! This one was particularly fun to
read: [http://pud.com/post/65374847162/how-i-deal-with-users-who-
st...](http://pud.com/post/65374847162/how-i-deal-with-users-who-steal)

------
cmurf
The same year this was written, I received a contract to sign right in the
middle of work. Oh oopsie! We meant to have you sign this before getting
started! It was not an ordinary one page bi-directional NDA, or terms of
service, or non-compete. It was a five page sprawling pile of crap: me
indemnifying a multi-billion dollar company, a non-compete worded in a way
that on strict reading I'd have no other customers, they own all IP conceived,
produced, or derived.

I redlined pretty much four pages of the five page contract, and sent it back.
That triggered an hour with their in-house lawyer were I proceeded to call the
contract idiotic nonsense. Basically it was an hour of me saying, go fuck
yourselves, because the contract wouldn't have let me say fucking sue me. It
would have let me say uncle no matter what. It was that much of a one-way
contract.

In retrospect, upon receiving the contract, it's clear it was gross
incompetency and also possibly intended to scuttle the work in-progress and
take ownership of what had been produced so far. It was a vindictive contract.

What I should have done, is publish the work with a sane research/education
license (non-commercial), and published this stupid contract and outed the
company and thrown them under the goddamn bus for trying to push me under one
first. Dicks. 6 years later and that's what I regret not doing.

~~~
i_am_nomad
You should put those regrets to bed and feel better that you actually did the
smart thing. Throwing that company under the bus could have opened up a legal
nightmare that you'd still be contending with today.

------
dtech
> This lesson in total disregard for risk served me well.

> They say entrepreneurs are risk takers.

> I think of myself as too lazy and irresponsible to fully understand the
> risk.

What is the difference? He took fairly large risks and they paid off, the
situation could have been different, but engineers working 80 hours/week to
pay off debt don't usually write blog posts about how they came to be there.

------
gravypod
This is some bad advice because there are people who will "Fucking sue [you]".

If you want to learn about how a professional deals with contracts, payments,
and contracting I'd say to check out "Fuck you. Pay me" [0] that gives a
reasoned explanation of negotiations, what to expect, and reasonable ways to
react/behave.

[0] -
[https://www.youtube.com/watch?v=jVkLVRt6c1U](https://www.youtube.com/watch?v=jVkLVRt6c1U)

------
SimonPStevens
I don't quite know how to feel about this.

On the one hand, I actually did something similar to his second story. I hired
two full time employees with only enough cash for a short period of time. I
relied on finding more clients to stay afloat. It didn't work out well in the
end for me.

On the other hand, at no point during that process did I ever consider myself
"too lazy to understand the risks". I don't think that's a good trait. I
considered the risks and knew exactly what I was getting in to. I had backup
plans and exit strategies. It was a calculated and considered risk that I
decided was worth taking. I also decided that I was OK with the worst case
scenario outcome.

Not knowing the risks is foolhardy. Knowing the risks, and making the
conscious decision that some risks are worth taking is a different thing
entirely.

(On the other hand, I failed, he succeeded, so full respect too him for making
it work. Maybe his strategy is better after all. Maybe along the way there was
a risk I consciously choose not to take that he would have blindly taken that
would have changed the outcome for me. And there were limits for me. I was
prepared to risk losing cash savings, but not my home, and I wasn't prepared
to go into debt to make it work)

------
dang
An unusually dense thread history:
[https://hn.algolia.com/?query=Fucking%20Sue%20Me&sort=byDate...](https://hn.algolia.com/?query=Fucking%20Sue%20Me&sort=byDate&dateRange=all&type=story&storyText=false&prefix&page=0).

------
ktta
I remember reading something here on HN. I'm paraphrasing:

Contracts aren't there for when things are going smoothly, they are there to
save your ass when things go wrong.

------
penguat
Case a: you're expecting to do ongoing business, do well, and both benefit.
wrangling contract is not good for you, beyond a basic level. Make sure you're
on the same page, and hooray.

Case b: This is a one-time deal, they have no reason to care. be more careful.

I am in no way an expert, but looking at the incentives the other side of the
negotiating table is surely more important (and way cheaper and quicker) than
lawyering up a contract?

------
Ironchefpython
> I’m not sure what the lesson is here.

[https://en.wikipedia.org/wiki/Survivorship_bias](https://en.wikipedia.org/wiki/Survivorship_bias)

------
Animats
_" It says I’m personally liable if anything goes wrong!"_

Things like that are really bad to sign. You can end up with no business and a
collection agency taking a cut of your salary for years.

------
frigen
I read my contracts. I make a risk assessment. I weigh it against likelihood.

I rarely question clients contracts unless they fuck with the payment terms,
or unless they impose unreasonable work guarantees. Almost nothing else
matters in a contract.

If the contract is unreasonable I don't hestitate to say "this bit isn't
practical". If they don't agree to adjust to fair and reasonable terms I drop
the client/contract.

I really hate working for companies who impose exploitative terms because they
hold the more powerful position in the relationship. I'd rather tell em to go
elsewhere.

------
mxstbr
Has the author ever heard of survivorship bias? And confirmation bias?

I wonder if they still haven't gotten sued...

~~~
omginternets
His last sentence suggests he does.

------
mathattack
I find this attitude to be correct for small companies. There are 100 things
that can go wrong, so worrying about the 1% edge case is wrong. As companies
grow, multiply the 1% edge case times dozens, or hundreds of clients and
projects, and it becomes much more important.

I've been at companies who fight every contract tooth and nail, and companies
who are much more relaxed. It's the large companies who (rightfully) have more
to worry about in terms of law suits.

Legal risk is like any other. (Running out of cash is another) You just have
to figure out which ones to protect against at which time. As they say in
financial markets, "If you hedge away all the risks, you aren't left with any
returns"

------
libeclipse
> I’m not sure what the lesson is here.

Aha, I laughed out loud. I love this guy.

~~~
rc_kas
I did enjoy that ending. Everyone always seems to force a neat tidy conclusion
to their writing.

------
wyclif
I've always thought of this as pud's greatest post. It's still a good read six
years later.

------
erikb
The thing is it only needs one small problem that you are not able to cover
and you're out. A few are lucky and make it for a long time, most aren't. The
true sucess comes from being able to handle such kind of problems not from
never thinking about them.

------
tyingq
I would argue for something in the middle. Big companies put all sorts of
unsavory clauses in that you might want to negotiate. Indemnity for millions
of dollars, for example. At the very least, you would want to know what the
additional insurance to provide that would cost and negotiate the pricing. Or,
non-compete clauses that keep you from selling to customers in the same space.
So, yeah, don't nitpick everything, but don't sign a blank check either.

------
pram
Is this the same Pud who created Fucked Company? Guy is a legend!

~~~
pud
Aw shucks.

~~~
harel
I was living in San Francisco when Fucked Company was very relevant. Was a
regular reader (unpaid, sorry). I'd say these days there is a place for a
comeback...

------
glbrew
I think this relates to an important concept which is the difference between
thinking as an individual and a corporation. If an individual breaks the law
(feloniously) or gets sued he probably f'ed up pretty bad. However even your
most well managed and proper corporation is probably breaking more laws than
you could ever count. When running a company you have to have a different
mindset than as a individual when it comes to the law.

------
devdad
For those of you that have signed with assholes. If you were able to drop
them, how did you do it? I have a client I want to drop, but they're locked in
into our development routines and it would probably cost them for us to hand
it over to another firm. If another firm would take them. The one's I know
that would take them can't handle the complexity of the app's environment and
can't code.

~~~
marklyon
Why is it your responsibility to find them a new vendor? Tell them when you'll
stop servicing their account and offer to take reasonable steps to transfer
the work to the new vendor of their choice.

~~~
devdad
It isn't. But, they're assholes, have no understanding of the work that has
been done (substantial) and if we quit on them it could have really negative
results on their business. Which could lead to legal action.

------
throwaway613834
> They say entrepreneurs are risk takers. I think of myself as too lazy and
> irresponsible to fully understand the risk. It works for me.

> I’m not sure what the lesson is here.

I guess the lesson is entrepreneurs make progress by recklessly disregarding
the risks they take with other people's lives and money, and they keep doing
it because it works for them and that's all that matters to them.

------
CalChris
“It says I’m personally liable if anything goes wrong!”

That is exactly why you incorporate. And there _are_ folks who will come after
you personally if you don't pay them what you owe them. They're called the
government. Dad's bad advice won't get you out of that one.

You think he'd spent enough on lawyers that he'd have gotten that advice at
some point.

------
dkural
For investment terms, I've come to believe every term matters quite a bit.
There is a good chance you'll eventually have a down round, or IPO under your
last rounds price; when all these terms will catch up with you.

Time kills all deals though, and NOT getting the deal done imho is a big risk
factor. So an imperfect contract is better than no contract..

------
timbutlerau
This is where professional indemnity insurance is invaluable.

It will provide you with cover for mistakes as well as alleged negligence.
Sometimes even when you're right, the legal costs to defend yourself are just
as high as being guilty.

In Australia, it'll cost around the $1k/year mark for a smaller agency but
absolutely worth it.

------
chasd00
the door swings both ways, I've seen small business completely ripped off by
big business with a good ole' "fuck you sue me". One was an independent
pharmacy, I was writing A/R software for them and couldn't get some math to
work out. Turns out an insurance carrier was ripping them off in a complicated
reimbursement formula for a prescription drugs. The carrier basically told
them "that's what you're going to get, sue us". It was cheaper for the
pharmacy to just accept the lower reimbursement than try to go toe-to-toe with
the carrier in court.

------
fred_is_fred
Survivor bias in full effect.

------
SKYRHO_
Can I get a "Huzzah" here, now that's the spirit!

------
pavel_lishin
> _Then there was the time I wanted to hire my first full time employee. I was
> apprehensive to do it because I only had enough money to pay him for 2
> months, unless I got another client fast._

> _“Worry about that in 2 months,” Dad said._

Gosh, and people wonder why tech employees seem disinclined to be loyal to
companies.

~~~
0x6c6f6c
Suppose he was forward about that though; anyone interviewing he would let
them know and it'd be all the more important to make a positive impact in
order to secure your job. Especially if you liked it or generally have a go-
getter attitude, you'd want to enable the company to do better and get another
client.

~~~
EGreg
That's not the point. Suppose a tech employee was forward and said she has a
startup that takes up 20 hours a week for her and she might leave if she got
funding?

Because these days, many do. Far better imho than the world of Full Time
Employment and its endless office politics and keeping up of appearances. No
need to ask for permission to work on a project or give more attention to your
own family.

------
matthew349hall
Love this.

