When Verbal Promises Replace Written Contracts: A Warning for In-House Teams

The Problem With Promises That Live Only in the Air

The ongoing saga surrounding Todd Blanche, the US Attorney General nominee who reportedly continues to resist committing certain assurances to paper, is striking for reasons that extend well beyond Washington politics. Above the Law notes that the situation is "getting weird" precisely because the reluctance to document agreed terms is so conspicuous. For anyone who works in contract governance, that conspicuousness is familiar. Organisations resist writing things down for many reasons: political sensitivity, a desire to preserve flexibility, or simply a culture that treats handshakes as sufficient. The consequences, however, are entirely predictable.

In-house legal teams and their external counsel live with the downstream effects of unwritten commitments every single week. A commercial relationship begins with an email thread and a conversation in a conference room. Months later, when performance falls short or circumstances change, each party recalls a different version of what was agreed. Without a written record, the dispute resolution process starts not from a contract but from competing recollections, which is an expensive and uncertain place to begin.

Why Jurisdiction Matters When Commitments Are Ambiguous

The Blanche situation also intersects, indirectly, with a second story in the same news cycle: the invocation of the Fifth Amendment by a witness who held a pardon, a move commentators found legally puzzling. The puzzle arises because the legal effect of a pardon varies depending on precise interpretation of law in the relevant jurisdiction. That jurisdictional specificity is not a technicality. It is the substance.

Contracts face exactly this problem. A limitation of liability clause that is robust under English law may offer far weaker protection under the law of a US state, or vice versa. An indemnity that is enforceable in Singapore may be partially void in certain European jurisdictions because of mandatory consumer or employment protections. When organisations draft agreements without genuine jurisdictional awareness, they are, in effect, making promises they do not fully understand. Adira is built around the principle that a contract must be read and drafted from the perspective of the governing law, not from a generic template that ignores where the obligation actually bites.

The Institutional Cost of Undocumented Commitments

The political theatre around unwritten assurances points to a structural failure that commercial organisations replicate constantly, usually without the same level of public scrutiny. Sales teams close deals and move on. Procurement teams approve relationships informally. Executives agree to carve-outs or special terms verbally on the basis that "we trust each other." Trust is valuable. It is not, however, a contract.

The institutional cost accumulates in several ways. Finance cannot accurately model liabilities they cannot see. Risk and compliance teams cannot assess exposure from obligations that are not recorded anywhere. When a counterparty changes personnel, the new team has no knowledge of the verbal understanding reached with their predecessor. And when a dispute arises, legal is handed a file with no foundation to work from.

A disciplined CLM process prevents this not by adding bureaucratic friction, but by making documentation the natural and easy path. When drafting assistance is built into the workflow, capturing terms costs less effort than explaining their absence later.

Reading Contracts From Your Own Side

One further dimension of the current US political turbulence is worth noting for legal operations professionals. The Louisiana Supreme Court's decision to forcibly recuse its own Chief Justice is a reminder that institutional checks exist precisely because individuals within institutions sometimes cannot or will not exercise independent judgment. Contract review has an analogous problem: legal teams reviewing agreements drafted by the counterparty are, by definition, reading documents written to serve the other side's interests.

This is why Adira is designed to read contracts from your side. A standard NDA drafted by a large counterparty will often contain definitions of confidential information, carve-outs, and dispute resolution mechanisms that are entirely reasonable from the drafter's perspective and subtly disadvantageous from yours. Spotting those asymmetries requires reading the document with a genuine understanding of your organisation's obligations, risk appetite, and governing law, not a generic checklist.

What In-House Teams Should Take Away

The spectacle of a senior government official declining to put agreed terms in writing is, in one sense, a political story. In another sense it is a case study in the risks that informal governance creates. For in-house counsel and legal operations leaders, the lesson is not new but it is worth restating clearly.

Unwritten commitments are not commitments in any enforceable sense. Jurisdiction determines what your contract actually means, regardless of what you thought you agreed. And reviewing a counterparty's paper without tools that read from your perspective is an exercise in optimism rather than risk management. The technology now exists to address all three problems simultaneously. The question is whether organisations choose to use it before the dispute arises, or after.