Corruption Clause: If you the customer bring to light any instance of we the DRO taking bribes, we the DRO will owe you $5 million dollars.
If you were going to run a DRO business, would you offer contracts with those clauses? Who would you trust to adjudicate the accusations that are inevitable, knowing that if they rule against you (wrongly, since we'll presume you intend to be honest) you'll lose your entire business?
Keep in mind that you're bound to have disgruntled customers, some of whom will be dishonest people, and you've just given them a huge financial incentive to file false charges. And the accusations you're inviting with this huge reward have to be dealt with in a way that convinces your other customers that you aren't just refusing to pay all of these claims by having a friendly meta-DRO rule in your favor, perhaps because that meta-DRO wants your business in the future and knows you could take your business to a competing meta-DRO, and therefore has a financial interest in keeping you happy.
Even worse, when you dangle that kind of financial incentive out there you've made it worth someone's while to go to a *lot* of trouble to cook up a plausible case against you, with fake evidence that may be hard to refute, false testimony, etc. Some of these accusations that you're inviting with that huge reward for success may appear to be pretty strong cases against you.
This clause costs nothing to enforce, because every person involved becomes an interested investigator of DRO actions.
Cost nothing to enforce?? Every time you are on the receiving end of these accusations you'll have to go through an investigation, and go through the DRO process (which will start at the meta-DRO level, since it's a DRO being accused, and involve at least one other DRO and possibly a different meta-DRO for the accuser's side, and maybe a meta-meta-DRO if the two of you subscribe to different meta-DROs). This will involve a not-insignificant amount of manpower to move the case forward, plus labor within your company during evidence discovery, employees called to testify, etc. Then if you want to discourage others from doing it to keep the number down to a manageable amount, you'll have to counter-sue for defamation, which means going through the DRO process again, although the people
People won't be doing all of these things for free. One way or another this will add significantly to your overhead. Are you sure you want to offer this kind of clause to your customers?
Full Disclosure Clause: If any person sheds light on an instance of we the DRO holding secret meetings.........
Can you write the rest of that clause in a way that (a) would actually make it feasible for a client to investigate every contact that every employe of your DRO makes with any person that might in any way be part of a "back-room deal" of some kind, and (b) that you, if you were running a DRO, would be willing to put it into your contracts? Keep in mind that the "meeting" in question could be any contact of any kind at any time, not just an official-looking meeting around a conference table.
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