Back Door Contract Engineering

“against the big, the pretentious, the powerful. He wrote complex agree- ments containing understated language which gave his clients latent powers or maneuvering room—what he called "back doors"—the kind of language that gave McCaw Communications an escape or jujitsu leverage over other parties if problems developed.”

“McCaw didn't want only one exit if a deal went sour, for example. He wanted multiple exits tied to different scenarios. Since the McCaw holdings were an intricate web of corporate entities and debt, if prob- lems erupted in one end of the company, McCaw wanted mechanisms "to blow up a deal," Perry says. Ordinarily aloof from particulars, these were the granular details that McCaw examined and discussed speck by speck.”