Lawyers: a user's guide

New topic:  How to use lawyers effectively.    (I'll get back to loan workouts and strategy in a separate thread soon.)To use lawyers effectively, you have to understand a bit about lawyers:  what they are, and what their role is.   And how it differs from the general perception.  Most people's perception of lawyers is pretty negative; many people in our industry love to hate lawyers in general, but cling to their own lawyers.  Why?I'm not sure, but here are some guesses.  Let's look at a few of the traits that give deal lawyers a bad reputation -- or a good one. 

• Some personality traits show up among lawyers that can be irritating.   There are lawyers who thought they were the smartest kid in the room, when young --  and thirty years later are still trying to prove it.    A disappointingly large number of lawyers are rude:  they interrupt, talk over other people, yell, and hate to lose.  Some seemingly cannot concede even the points that it makes sense to concede.   

• That charming "lawyerese" speaking style.   Folks ought to be able to understand what their lawyers say.   But the form of English that lawyers speak is so precise that it's almost the equivalent of an engineering equation or foreign language.   It's just  irritating to hear lawyers saying words that you understand to be English, but that don't make sense.

• Lawyers often don't give a straight answer to a simple question.  Sometimes there's a bad reason for this:  the lawyer doesn't know and is stalling for time or thinking aloud. 

• Your lawyer is looking out after your interests, your opponent's lawyer is an arrogant unreasonable jerk who is killing the deal.  OK, occasionally, this is true -- but not every time.  That "death to the enemy" attitude rarely serves your interests, as an opening position in transactional work.   Often, the opponent's lawyer is just doing what your opponent wants him or her to do.   Many clients use their lawyers as "bad cop" against their own "good cop".

• Good transactional lawyers bring their experience, in doing lots of deals, to bear on every deal.  They are practical, helping their clients structure deals so that the deals are more likely to get done.  They can share with their clients terms that tend to be acceptable in the industry, and boobytraps that have made others stumble.  They can advise their clients -- if their clients are willing to listen -- when the client is asking for items likely to be rejected.
• Good transactional lawyers know what they know, but also what they don't know, and are confident enough to bring in other lawyers with specialized legal expertise when needed.  They are well prepared, and don't try to learn a whole new topic (on your dime) to serve your needs. 
• They take the time to think through what the other side needs and wants.  They save their bullets for the issues that matter -- so that you have the best chance of getting to the closing or resolution you want. 
• Good transactional lawyers have a sense of humor -- and humility -- that lets them get along with others, even when negotiations are hot and heavy.  They are courteous enough to be easy to deal with -- for the other side, as well as you --  and don't let their emotional reactions to someone else's objectionable behavior put the kibosh on the deal.  The best transaction negotiators are good listeners, carefully watch body language, and use what they learn for their clients' benefit.