The Case Development Initiative (CDI) at Harvard Law School recently debuted a new role play on the HLS Case Studies website. CDI develops role plays and case studies based on strategic and organizational issues faced by legal organizations. These cases focus on real life situations and are suitable for law school classrooms as well as professional development programs. The following blogpost is a Q&A with the authors of the case study.
NEW PRODUCT: AmesCard
By Karina Shaw and John Coates
We are pleased to announce a new case geared for law school classrooms titled AmesCard. It is a contracting and negotiation exercise about a small start-up (AmesCard) that is evaluating several options to raise capital. The case explores the dangers that start-ups face when looking for financing options and asks students to negotiate, playing the roles of an AmesCard representative and two people who present potential financing options: a trusted banker and a broker . One of the financing options turns out to have disastrous consequences for the company and its leaders. Professor John Coates, the John F. Cogan, Jr. Professor of Law and Economics at Harvard Law School and Research Director of the Center on the Legal Profession, spoke to us about the development of the case and its key takeaways:
Karina Shaw (KS): What inspired the AmesCard simulation?
John Coates (JC): I had three inspirations for the case. First, there was a client need. Many lawyers work from time to time for start-ups, struggling companies, and other companies that need finance and investors but are having a hard time finding them. At the same time, and for the same reason, their clients are often eager to keep legal costs low. This combination can lead clients to take on (or consider taking on) dangerous legal risks, often without realizing it, in the form of one-sided “gotcha” contracts. Second, in my research and consulting, I follow M&A litigation, and have come to appreciate the importance of two doctrines — tortious interference with contracts and tortious interference with prospective advantage — that are often neglected in law school and may be unfamiliar in how they operate in courts even to many experienced practitioners. This was vividly illustrated by several very large verdicts in real disputes, including the ones on which the case was loosely modelled. Third, law schools are increasingly looking to give students the ability to engage in “experiential learning” — learning by doing. Developing materials to do this effectively is not easy, and I saw an opportunity to provide students with a hands-on negotiation exercise with good learning takeaways, while at the same time designing the case to keep the classroom management of the exercise within what a single professor can reasonably manage.
KS: What challenges and opportunities did the writing process present?
JC: It’s important but challenging to strike a balance between enough realistic detail to make the exercise have the feel of an actual negotiation, while not overwhelming students with so much information that they either flounder or feel unconnected to the task. On the opportunity side, the advantage of a case like this is that it does not involve a lot of lengthy reading, so there’s an opportunity for the case writer to instead think carefully about design and implementation.
KS: What advice do you have for case writers and teachers in the legal classroom?
JC: Keep things as simple as they can be, but no simpler. Focus on a non-intuitive, important, and underappreciated legal issue, and find a way to make it come alive, either in a narrative case, an exercise, or an analytical case. Be realistic about how long things take to cover in class (almost always longer than you think), and at the same time don’t short-change the students — they can and like to move quickly when they’re motivated and interested.
KS: How did the students react to the simulation?
JC: Some students were surprised or amused at the outcome, and others were satisfied at having played a realistic role in an important type of business negotiation.
KS: What is a major takeaway from AmesCard and the AmesCard role play?
JC: Real world lawyers draft badly designed, and sometimes even quasi-fraudulent contracts, all the time. Holmes’s “bad man” really does exist, and lawyers need to be alert for them, particularly in settings where their clients are under pressure. Sometimes it’s better to have no contract at all than to agree to a badly designed one.