Don’t Send Write-Protected Contracts

A lot of companies send their partners contract drafts with write-protection: with word processing protections that force the user to track changes through redlining. This tells your partners that you don’t trust them to point out all their contract revisions. Why do that when no one needs write protection to avoid under-cover edits? If your partner sends back a revised contract draft without redlining, you can always run your own redline, comparing the new draft against your original, to reveal all the changes.

Plus, write-protection achieves very little because most people can break through quite easily. In most cases, a user can copy the entire text and paste it into a new blank document, and leave the write-protection behind. In others, hacking in takes a little more effort, but it’s almost always possible.

If you allow your partners to negotiate terms, I recommend a clean, unprotected Word copy of the contract. That shows respect for your partner. And if you don’t consider revisions, just send a PDF—or a piece of paper, clickwrap, etc.

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© 2013 by David W. Tollen. All rights reserved.

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2 Responses to Don’t Send Write-Protected Contracts

  1. Mutual Trust is very important before getting into the negotation table. Its always noticed that people with mutual trust have succeeded in winning their terms and positions.

  2. I agree that it’s not productive to send write protected files. I would add that, if receiving a write protected file, it’s better to ask for an unprotected file then to hack the write protection (usually very easy: cut and paste into a new document). If someone asks, “hey do you know how to convert a pdf into a word doc?” they’re usually about to embark on a time consuming reformatting task that will ultimately annoy the other side.

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