What is the Plan B for BlackBerry?
The New York Times reports that Research in Motion, maker of the addictive BlackBerry wireless PDA, is seeking to enforce the terms of a settlement of patent infringement litigation brought by NTP. One reason for RIM’s concern is NTP’s lingering threat to obtain an injunction to shut down the BlackBerry network. While RIM and some industry observers think that’s a long shot; it can’t be the sort of story a critical technology provider likes to see in the press.
The Times notes the key issue for RIM–a settlement “term sheet:”
The focus of the current fight between the companies is a document, about half a page long, that they signed late in the afternoon of Saturday, March 12, after three days of mediation.
Ah, every publicist’s dream and every lawyer’s nightmare: a half page piece of paper that purports to document a $450 million settlement. The RIM version of this court action is here. In response to RIM’s enforcement action, NTP is now claiming the settlement document is “vague” and “ambiguously worded,” according to the Wall Street Journal.
RIM’s CEO told Reuters yesterday that they have a “work-around” to the NTP patents.
Corporate counsel get criticized for over-lawyering and endlessly documenting. But sometimes it’s because issues are complicated and the general intent–to pay money to settle claims–has to cover all contingencies. That’s precisely when a highly competent and creative lawyer is worth every penny–maybe even worth a percentage.
Speaking generally now, it can be tempting to take the quick-and-dirty approach to documentation after protracted settlement discussions or contract negotiations. There are flights to catch and a backlog of other pressing business to attend to. Any “term sheet” or the eerily-titled “letter of intent” relies on one thing: the mutual trust of the parties. There are cases where they are enforced (like the Texaco v. Pennzoil case), and others (maybe this one) where they aren’t.
Fashioning a business solution into a legally predictable outcome is a key skill for the corporate lawyer. Since my grocery list can sometimes run to a second page, I would hope if I could view a settlement agreement in a single screenshot of a BlackBerry, I would think it’s time for another draft.