Edward Snowden Can Help You Negotiate Your Agreements

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We’ve promised this before, but have yet to deliver. This time, we’ll keep our promise. Today’s blog posting will be short. Yes, short, but not unimportant. (Yes, short by Ruminations standards, only by those standards).

Data within data is called “metadata.” Your word processing program creates it and embeds it, hidden, within your documents. So does your spreadsheet program. Your digital camera does so as well. Digital videos have it. Web pages, too.

We’ll restrict today’s Ruminations to documents (because we promised you and ourselves) to be brief.

Buried and hidden in documents, especially those produced using Microsoft’s Word program, are the changes that were made to the original document. You might find who wrote the original document. You can find “hidden” text. You can find its revision history. If that’s not enough, there’s more as well.

What have we seen in documents that we have come across? How about the price someone else was going to pay until that deal fell apart? How about provisions that were deleted from the document? How about which law firm created the form from which the offered document grew? How about notes (comments) from the draftsperson to someone else? How about all of that and more?

Attorneys may or may not have an ethical obligation to “shut their eyes” and tell an attorney-sender that they’ve seen some of this information. That’s very much in a state of flux, but many jurisdictions say there isn’t such an obligation. To our belief, non-attorneys have no obligation to tell the sending party what they’ve found as metadata in the document or even that they’ve found anything.

In the good old “paper” days, what you saw was all you got. Now, with email attachments, that’s old school if you ever saw it.

Can metadata be cleaned-out of (“scrubbed” from) documents? “Yes,” at least to all but the NSA (we guess). Can it be scrubbed by only sending documents as a pdf file? Not really. To keep it short today, we’ll incorporate an explanation “by reference thereto.” That explanation can be seen by clicking: HERE.

So, what can be done to “scrub” or sanitize a lease, purchase agreement, loan agreement, letter of intent or “you name it” before clicking “Send”? Well, Microsoft has an article that can be seen by clicking: HERE. Of course, as certainly will be consistent with the experience of most readers, the Microsoft way is less than convenient or user-friendly.

What should you do? That’s easy. There are commercial scrubbing programs that intercept email message attachments and “clean ‘em out.” We use one we like. We can by-pass it, but rarely, rarely do. Ruminations does not plug or rate products. So, do your own internet search for metadata removal programs. Free has one advantage. You don’t pay any money, but that doesn’t mean they are without cost. Go for a program that is convenient to use, can be customized for what it will remove, and requires the least amount of effort on your part. For example, by the settings we use, ours does not “scrub” when sending an attachment only to an internal address (that for another person here).

Oh, yes, some of the scrubbing programs can be used to see the metadata in documents sent to you by those who don’t read Ruminations. As an added bonus, they can convert one of those pecky “track-changed” documents into one free of the curse.

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