By Jesse Fenty
A foundational principle of Contract Law is that agreements are made in good faith and on positive terms. The best contracts are those that are never litigated, a testament to the strength of the relationship between the parties involved. Business agreements are created to benefit both companies, and when mutual trust exists, they can be powerful tools that drive both parties forward.
Consider two companies working together: one has developed a product but lacks the resources or equipment to produce it at scale. The other company has the production capabilities, and the two already have a profitable relationship, with the second company manufacturing and supplying products that the first sells. This shared success creates a strong bond and mutual respect.
When the first company approaches the second to manufacture a new product exclusively for them, both are willing to come to terms even though the second company might profit by selling the product more widely. However, the companies’ mutual trust and ongoing relationship mean the second company is open to a deal that favors the first. An agreement is needed to develop the product, so the attorneys step in to formalize the terms. Although I’m drafting a formal legal document, I think of it as a “friendly NDA” — one that requires a delicate touch.
Attorneys are trained to anticipate potential risks: What if one party is acquired by another company that doesn’t share the same goodwill? What if disagreements arise down the line? It’s natural for lawyers to look for potential pitfalls—this is, after all, part of our training. But this cautious perspective can sometimes overshadow the positive relationship the companies have built.
In situations like these, the attorney’s challenge is to tread lightly. While it’s essential to safeguard both parties’ interests, it’s equally crucial not to disrupt the trust that has already been established. Sometimes, the job isn’t about solving a problem but simply documenting a partnership. Many clients approach contracts as formalities, not as a shield against anticipated disputes.
There’s an unspoken lesson here for lawyers: while clients are trained to trust attorneys to protect their interests, attorneys must also learn to trust their clients. When clients tell us their relationships are solid and that they don’t need a mountain of protective clauses, we must respect that. Legal counsel should be a reflection of the client’s goals, not a forecast of issues that might never arise.
Ultimately, a successful contract among business partners—especially “friends” in a business sense—often has more to do with a good working relationship than airtight legal language. The role of the lawyer in these cases is to support that trust with the necessary formalities, honoring the relationship without overshadowing it. As lawyers at Reston Law Group, LLP, we serve our clients best when we understand and respect the balance they wish to achieve, sometimes recognizing that the best contracts don’t just reflect a deal but also a mutual trust that goes beyond the page.
DISCLAIMER. We are providing this article for general informational purposes only. This does not provide legal advice.