Stan Benda Ph.D.
I exclusively practice in contracts concerning technology transfer / licensing with expertise in advanced technologies, especially agricultural biotechnology; novel foods (aka genetically modified); new plant varieties; plant breeders rights; stone fruits and in propagation, genetics, and licensing of cannabis.
Most of my clients have determined that legal briefings save them time and money in the long term. Consequently, I also conduct tailored courses regarding contract law/drafting, intellectual property and internet law.
Clients are also interested in the latest applicable legal developments, so I maintain a blog at www. plantlawyer.wordpress.com. I post on legal issues concerning amongst other topics: field crops; breeding; GM; regulation; new plant/crop varieties; food safety. I am also on Twitter.
I provide advice to agricultural lawyers for whom this is not their area of expertise, thus ensuring they maintain their client base/loyalty.
My clients are passionate about their business and endeavors, and I am equally excited about the law and helping clients achieve their goals.
Law – like medicine – requires a personal approach combining knowledge and insight with client needs and personality.
Hence my approach is to initially meet on the client's site to learn about the client and ensure the client's needs and my talents/approach are complementary.
Secondly, I attempt to convert complex scientific or business arrangements into a crisp understandable –and practical – legal agreement. The agreement must be one any reader will understand, and a court will not readily impeach. Yes, in agriculture there are many hand-shake deals and reputation certainly matters.
The philosophy I teach my law students and strive to follow is "apply the law to the deal, not the deal to the law." Thus, creativity and risk management are fundamental to success.
I write contracts in plain language with headings and plenty of white space. Hence my contracts –be they technology transfer contracts, material transfer agreements, collaborations, options, confidentiality agreements and licenses – are readily understood by all readers, not just lawyers. I also crisply and explicitly identify the factual context/expectations of the deal (called “recitals” in contract lexicon). Five years from now few will remember why provisions were inserted or deleted. The recitals grapple with that issue. As well, I strive to draft very explicit obligations, thus eliminating interpretative arguments. Who bears what risk, and how much, is evident to all.
These agreements use contract architecture (e.g. recitals/table of contents) and techniques (e.g. paragraph sculpturing) to keep critical concepts clear and evident for years down the road to any character of a reader. These contracts have the appearance of plenty of white space. I eschew long turgid or dense paragraphs which contribute to poor contract administration.
"Fine print" may be unavoidable today, but clients have much at risk. Therefore, the agreement must be understandable and easily administered.