I am pretty sure Aristotle would write better contracts than Plato would

Before I was a consultant, lawyer or bartender (surprised right?) I was a lowly student working towards the ultimate punchline degree of a BA in Philosophy. I write that with all pride and reverence for a simpler time and better hairline. I will say this though - studying philosophy did give me some great training on analogies and metaphors which has come in handy over the years. But this mini-blog isn't about my exciting past. Oh no - I wanted to share a quick thought I had on how the difference between legal and commercial can be framed in the light of Plato and Aristotle. Bear with me. I promise it will make sense.

Now to oversimplify things (apologies to any real philosophers out there) the ancient Greek philosophers were often obsessed with what was most "real" or what is "substance". Plato's key doctrine was that what was most real were the forms or ideals of something and what we see on Earth were mere shadows of those forms. Thus Plato is pointing up in Raphael's best known work to the heavens ... the theoretical. The "form" of humanity is more real than the actual humans running around. Aristotle - being a man of science - rejected this and points down in front of him. He argued that what was most real was what was in front of you. The "form" of beauty doesn't exist or is less than the beautiful thing in front of you. What matters most is what is here on Earth.

Now how does that apply to lawyers and commercial professionals you might say? Well - if you have ever been in a contract negotiation for the lawyer piece you might have noticed that there are often 2 (or more) highly intelligent people arguing about hypothetical situations and which party might carry the risk should any of these hypothetical situations occur. If this is the core of the negotiation then often: (1) the contract becomes a battle of risk allocation ; (2) the contract is long; and (3) the relationship between the parties is one of defense and not mutual wins. Look at the typical indemnification, warranty and representations sections of most IT or outsourcing contracts if you want to see this in action. Plato liked hypothetical things.

Contrast this with the idea of a commercial negotiator who should be focused on real things that happen not so much in the terms and conditions but in the SOW or in day to day life in front of the parties. How is a deliverable accepted? Who pays for a delay in a project? Things that really happen - just like what Aristotle liked.

Of course this doesn't apply to every lawyer or every commercial professional and I have seen both fall in love with hypothetical risks over what is really happening. But how do you blog on that? My point here is that we should focus on the what is really likely to happen and then the contract can be more focused, more balanced and actually simpler. So in short, both Plato and Aristotle were great thinkers. But I think Aristotle wrote better contracts.