This article was published on: 01/15/19

The Cowboy Code

by: Jack Milford Ford – Attorney at Law

Most of the blogs I have written the past couple of years have addressed (i) establishing business entities, (ii) analyzing agreements, (iii) discussing contract terms, (iv) the value of establishing a contract database of your business’ agreements for data mining, (v) focusing on EMV shifting liability, (vi) risk mitigation, (vii) identifying business’ assets, (viii) recommending what a business should be doing to enhance its valuation for selling the business or its assets, (ix) recommending a process to follow when considering an acquisition of a business or its assets, (x) etc. The reason being is that almost all of my Clients are businesses covering a wide spectrum of sizes, organizations, products and services, with the primary emphasis for my practice in the ATM and electronic payments industry. As reach the end of another year (2018, which spans over four decades of practicing business law), I am conflicted. I am both saddened, but at the same time encouraged, by the manner in which businesses are conducting themselves in the market place, and not just the ATM and electronic payments Industry.

I am old school and I readily admit to that. And although I refer to myself as a cowboy from Nevada (born in Nevada and after graduating from high school, I migrated to California for college and law school and then settled in Oregon, but all the while staying in the West), I would be laughed at by the guys I went to high school in Nevada, many of whom were cowboys. I mention this because 14 years ago, I bought a book entitled “Cowboy Ethics – What Wall Street Can Learn from the Code of the West.” In that book, the author re-stated the unwritten Code of West that he referred to as the “Ten Principles to Live By.” I bring this up, as prior to ever reading this book, from a young kid on, I was taught, mentored and learned to incorporate the Cowboy’s unwritten Code in how I lived my life. I applied this Code from the get-go after I graduated from law school in how I have conducted my business and law practice.

Based on all my years of experience, I truly believe that the four cornerstones of most successful businesses are (1) Honesty, (2) Integrity, (3) Your Word was your Bond, and (4) Accountability, based on my application of the Code. For most of my career, including with the ATM and electronic payments Industry, the vast majority of my Clients and business relationships have been with people/organizations that exemplify these four virtues. However, in the past several years, as I have helped negotiate contracts, execute deals, consummate & implement transactions for my Clients, I have been dismayed, that not only one side, but sometimes both sides, including some of my Clients, modus operandi is just the opposite of these cornerstones. Unfortunately, and not surprisingly, there have been and will continue to be a higher probability that many of these contracts, deals, and transactions end up being breached/terminated. Typically, the parties end up in court, incurring major costs and expenses, destroying business relationships/partnerships, all the while blaming everyone and everything. Rarely do they ever consider that they may be as much as fault as the other side for causing these transaction failures due to how they conduct themselves.

Over this same time frame, more so than in prior years, I have had to reluctantly terminate some clients, as I decided I could not continue to represent them in the manner they continued to choose to run their business. Not that I am a saint, but if you are going to talk-the-Code, you need to follow-the-Code, and Code #10 is “Know Where To Draw The Line,” so I drew a line.

Fortunately, and the reason for this blog is to say that in the latter part of 2018, I have been encouraged, from small start-ups to larger, established companies, that I have had the opportunity to represent, I have encountered new “people” (businesses), as well as ones I have met on the other side of the table, who are either building or operating their respective businesses with honesty and integrity, they do what they say they are going to, and are accountable for what they do, even when they have made a mistake and are wrong.

As I stated above, almost all of my Clients are businesses providing a product or services, primarily in the ATM and electronic payments Industry. I am proud to have been associated with this Industry since 1998 and look forward to many more years of association. However, we are all now in an age and an era of more and more federal and state regulations to protect consumers from unsavory businesses, increasing litigation, as well as the general public’s perceived negativism/pessimism of businesses generally being greedy/dishonest. So, going into 2019, I recommend that we all need to look at our “hold” card and ask ourselves: What do I stand for? What does my business stand for? How do I, how does my business operate? Do I want to be respected? Do I want my business to be viewed favorably? Do I want my business to be successful, but doing so by contributing and building morally and ethically?

And, if you are interested in the Cowboy unwritten Code or Ten Principles To Live By, they are as follows:

  1. Live Each Day With Courage.
  2. Take Pride In Your Work.
  3. Always Finish What You Start.
  4. Do What Has To Be Done.
  5. Be Tough, But Fair.
  6. When You Make A Promise, Keep It.
  7. Ride For The Brand.
  8. Talk Less And Say More.
  9. Remember That Some Things Aren’t For Sale.
  10. Know Where To Draw The Line.

Sincerely,

Jack Milford Ford

 

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