Why A Dental Lawyer?
Have you ever referred a patient to a specialist? Chances are the answer is yes, and it’s very likely you referred that patient because you felt the specialist could do a better job than you. This would be pretty much the same reason that you would hire an architect as opposed to as general contractor to design your dream home. So while this all seems perfectly logical, why do dentists use their “family” lawyers to execute one of the most important and unique transactions of their life as opposed to a “dental lawyer”? The only logical assumption would be a lack of appreciation for the value of using a “dental lawyer.” So let’s look at some of the reasons why you should be using one.
First of all, we should determine what constitutes a “dental lawyer”. Dental lawyers are lawyers who spend most of their time executing the purchase and sale of dental practices along with a number of other dentally related non-litigation matters, such as practice incorporation and associate agreements. Many dental lawyers are so specialized that they actually refer out any real estate aspects of the sale of a dental practice. The inference here is that most dental lawyers are pretty narrowly focused on only looking after their client’s practice purchase and sale needs. Not so strange really – would you expect your orthodontist to be doing crown and bridge?
Now we know what they are, why would you want to use them to the exclusion of all others? Consider the following:
1. Reinventing the Wheel: It would be reasonable to assume that because dental lawyers spend almost all of their time doing dental deals they will know the ins and outs of the process and all associated documentation. Chances are they already have most of the required documents on their word processors. The documentation for dental deals are very detailed, particularly where the transaction involves the purchase and sale of shares. In addition, there are issues that are unique to each dental transaction and will require knowledge of the dental field to fully understand what is required for proper execution. On one occasion, we had a client who wanted to use his family lawyer. After providing that lawyer with a draft Share and Purchase Agreement, the lawyer called us to let us know that due to the complexity of the document it would take him at least two months to thoroughly review and understand them. At our clients’ request, we then found him a dental lawyer and the deal was done in less than 4 weeks. It only makes sense to use a lawyer who is familiar with what it is you are trying to do.
2. Deal Doers versus Deal Killers: Most of the dental lawyers in Ontario are “Deal Doers” rather than “Deal Killers”. Professionals tend to be one of three types, Win/Win, Win/Lose and Win/I Don’t Care. Win/Win lawyers are really OK with the concept of both parties winning. Win/Lose lawyers are happiest when their client wins and the other party loses. Win/I Don’t Care lawyers don’t really care what happens so long as their client wins. Unfortunately, the only scenario that doesn’t eventually turn into a Lose/Lose scenario is a Win/Win scenario. Once one of the parties perceives that they are losing in any transaction, then it is only a matter of time before the whole deal falls apart. This is particularly costly where the intention has been that a seller will stay on with the practice as an associate. The good dental lawyers know that while they have to represent the vested interests of their client, they also have to get the deal done.
3. Focus: Dental lawyers tend to have a focus that other lawyers don’t. They aren’t running off to court once or twice a week, they are not out trying to sell dental practices, often they don’t even look after the real estate portion of a sale. What they do almost exclusively is work for their client to get purchase and sale transaction closed to everyone’s satisfaction.
You may only need to use a dental lawyer once or twice in your life, and that is when you buy or sell your practice. Trust us when we tell you to it will make things easier in the long run if you use a dental lawyer – it will be faster, your bill will likely be less and unnecessary mistakes ultimately eliminated.