Wednesday, April 30, 2008

Sessions: INS209: By reading this, you agree to the indemnification provisions contained herein

The voices of the three presenters at the INS209 session fade out ... and their last point is pulling me off into my own little la-la land. (At RIMS, I really haven't had too much time to go there, so I've really been missing my la-la land.) The topic of discussion in the session (and sorry for not giving you the full title for this session, it's really long) was how contractual indemnification agreements can be designed so that a subcontractor would have to indemnify a third party for the mistakes of the contractor.

Say contractor A is doing construction and takes the wrecking ball, by accident, to the building next door to the worksite ... and then has his architect subcontractor be responsible for it (and the subcontractor's insurance company). Roughly speaking, that's what the speakers were talking about as the session faded onto the back burner here, and instead I am wondering how I can use these indemnification agreements on my own life ...

And I can't. Because I never make a mistake, so there's no need to have somebody on the hook for them.

But let's say I did make mistakes ... I could start making everyone I meet sign a contract that says they are on the hook should I screw up while dealing with them, directly or indirectly, or as long as they know me. If I had enough people sign these contracts, and then I pissed off my wife, say, I could whip out one of my contracts and say, "Look, honey, John Schmoe here agreed to indemnify you in the event I made a mistake so please ask him to do the dishes and put away the laundry." If John Schmoe balked, I'd whip out another contract signed with somebody else, then another, until I found the push-over who'd do my chores for me.

Here's another example: I've been forgetting to wear my wedding band during RIMS ... during the day, during the night ... and no, I am not false advertising, Gail, or revealing some sort of unconscious weakness in morality or fidelity, Erin. It's because I am bouncing from one meeting to another, to a session, to the computer to blog, to a lunch meeting, to another interview, to another interview ... so my brain can only focus on 30-minute intervals throughout the day until I make it to the latest nighttime party at Stingaree and shut down my brain completely. (Great place, Stingaree. I could go to an insurance party there every night the rest of this year and not wonder at all how many other excellent restaurant and bar venues in the city of San Diego I'm missing out on.)

But my point is: Let's say my wife were to find out that I haven't been wearing my wedding band, and let's say she then uncharacteristically turned terribly vengeful and decided not to speak to me for a whole week or two after I get home (I say uncharacteristically because she'd only maybe not talk to me for a day, maybe a weekend).

Were I to have all of my interviewees, all of my session speakers, all of my co-workers and especially all of my bosses sign these indemnity provisions, then I could return home comfortably sleeping on my red-eye flight knowing that my wife would then have to not speak to one of them, not me. Through my indemnity obligation (and the words of someone speaking in the session are seeping into my consciousness now), I could transfer the risk of my own forgetfulness to some other party, any other party, and my wife would be forced to put up with me and curse under her breath at them.

But I'd first have to check PA state laws ... some states would prohibit John Schmoe from indemnifying her because of something caused by my own stupidity and laziness.

Yes, laziness is involved here too. Yesterday morning, I remembered that I forgot my ring ... but only after having walked 8 flights down the stairs in my hotel, and with 4 more flights to go, I sure as hell was not walking back up those 8 flights to get my ring. It's only a ring, people! And I surely wasn't even going to think of taking the elevator to get up there.

The elevators in my hotel do not stop at any floor where someone is waiting for them. They might not stop at all. They merely rush up and down, without pausing anywhere for a lit down button or a glowing up button, whooshing past each floor loud enough so you can hear them come and go, passing you over and over and over and over.

Any takers on indemnifying the hotel should I kick in their elevator doors?

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