Lawyering, once a respected profession, has evolved into just another business, one involving self-promotion, boredom, greed, and billable hours.

“I call it the Twilight Zone factor,” said a lawyer interviewed by Philadelphia magazine. “Nothing we do as lawyers is rooted in reality. The fees we charge have no economic basis in the work actually done. It’s whatever the market will bear. The issues we dispute are increasingly not real world issues, but artificial conflicts that we created and that we prolong. And the worst part is that the expectations we have of ourselves all call for Superman in a three-piece suit. What I hate about being a lawyer is always reaching out to touch something—but it’s never there.”

There are many very good lawyers. However, while a lawyer may know more than you do about the fine points of law, few practicing attorneys have proven themselves to be sharp in business, especially when it comes to making tough decisions that make deals sing. Law school is, after all, just a trade school. Nothing beats empirical business experience. And many lawyers with marketplace experience no longer practice law, but join the ranks of management and entrepreneurism.

Absolutely not! This sends the wrong message. It may set off all types of bells and whistles at the company and likely trigger a response from the legal department, fighting fire with fire. This is not what you want. There’s more than enough time for legal advice during the ritual dance of license negotiations. Go in alone, or with partners, and always confident. Lawyers intimidate most people. If you let them, they’ll confound situations with facts, blind people with Latin, and plague everyone with precedents. Attorneys love ambiguity, complexity, and advancement of only their side of the issues. The last thing they want is candor, clarity, or compromise. Frequently business executives have to rein them in and apply sound business principles.

If at all possible, you want to go one-on-one with a senior executive or several representatives from marketing or research and development, depending on which department drives product selection.

Of course, if you are asked to sign a product disclosure form and you feel uncomfortable with the language it contains, then by all means run it by counsel. But do not take a lawyer to your pitch meeting or subsequent technical reviews. You need to be perceived as an athlete, not a spectator.

Perhaps. This decision depends on your own experience in the art of negotiation and crafting intellectual property deals. I used a law firm for my first licensing agreement, got the feel for it, and then went it alone for the most part.

This first experience was invaluable also for what it taught me about how lawyers bill. I now know how to direct my lawyers and avoid all kinds of unnecessary expenses. (Frankly, this could be the topic of a Complete Idiot’s Guide because that is what I felt like after getting that first bill, a complete idiot.) Take advantage of me once, shame on you; do it again, shame on me.

Nonetheless, even today, after having done hundreds of deals for my own intellectual property (ip) and helping friends negotiate their packages, I call in a business lawyer from time to time if I’m faced with an extremely complex deal with a major licensee, especially if it involves important third-party partners. See Chapter 22 for attorney Howard R. Fine’s advice about license agreements. Howard is a seasoned pro who specializes in ip negotiations.

The most efficacious way to find yourself a business attorney skilled in your field of enterprise is to seek personal recommendations. In my case, I considered all the chief legal officers at the toy companies with whom I had negotiated over the years. I looked for the one who had been most fair to me, who took my side if it was right, and who did not stonewall for his company just to grandstand and look like a hero to his or her bosses. Then the day this person resigned to open a private practice, I was the second inventor to sign up.

Yes! Yes! Yes! See Chapter 13 for in-depth information on this topic.