Running a Great Legal Sub-Function

A great legal sub-function should have:

1. The right goals,
2. People on the team with a set of key skills,
3. The infrastructure to operate at scale, and
4. Explicit expectations about what to escalate and how quickly to respond.

This post outlines my current best thinking on these four elements.

The Right Goals

Each legal sub-function should aim to:

• Deliver timely, excellent, delightful advice;
• Deliver timely, excellent, delightful work product; and
• Create an efficient legal sub-function to operate at scale.

The Key Skills

The people in the legal sub-function should have, or be working toward, the following skills:

• Deep knowledge of the relevant law
• Deep knowledge of the business or product
• Clear, concise, and delightful client communication
• Faultless and complete logical reasoning
• Attention to detail
• Judgment about when to escalate
• Judgment about where to focus your scarce resources and attention
• Excellent, plain-language contract drafting (for applicable sub-functions)

The Key Infrastructure to Operate Efficiently

To provide timely, excellent, delightful service to your clients, you’ll need your functions to scale. To scale effectively, future teammates will need to know what has happened in the past, where to find things, how to solve common problems, and expectations for success. Here are the things I’ve found most helpful:

• Ticketing system: At Grammarly, been using JIRA to document incoming requests. These tickets ensure that client discussions aren’t lost when a lawyer leaves the team and visibility to other team members. It also keeps us organized, enables healthy collaboration and feedback, and centralizes client communications.
• Ticketing statistics: Understanding the volume, type, and response times for tickets over time is crucial to making good decisions regarding where to invest in standardized responses and when to add more people to the function.
• End-of-week updates: These document the key pieces of advice and decisions that the function made, as well as the status of the projects, during the week. We use this both to understand what happened in the past and to describe our thinking at the time.
• Organized folder or GDrive: Having a centralized repository of memos, templates, and other materials helps you, and your new teammates, find key information. (Pro tip: Date your memos and docs to help give people an idea of what is current).
• Guides for repetitive advice (FAQs and self-help guides are your friend): To the extent a client asks a question that you think could come up again, it usually only takes only a little more effort to add the question and answer to an FAQ or self-help guide or mechanism (like Ironclad) and pointing your client to those resources instead of answering the question directly.
• Internal playbooks to capture knowledge. For most repetitive tasks, each time you do them you learn something new. When that happens, document the knowledge to make it easier next time. For example, on the Grammarly Legal team, we have playbooks for negotiating NDAs MSAs, among other things.
• Good forms, where applicable: A good form goes a long way in handling repetitive tasks. On our commercial team, our Commercial Counsel has created a form agreement for recruiting services and one for low-risk cloud vendors. Each one saves him from having to review a third-parties’ terms.
• Annual, quarterly, and monthly function plan: You need a plan to create all of the above, otherwise, it won’t get done or get done in an order that doesn’t have the highest impact. Work with your lead to create these plans and consult with outside mentors to get their thoughts.
• Beginning-of-week top 1-3 priorities: As part of your end-of-week updates, list your top one to three priorities for the next week. That way, you can keep track of which parts of your monthly, quarterly, and annual plan you will tackle.

Explicit Expectations

A decentralized legal team is the most effective--it lets the brilliant people on your team take ownership of their work and make decisions based on the specific circumstances they’re facing.

To delegate effectively, you need to communicate and agree upon the goals of the team clearly. You also need to set ground rules about timeliness in responses and what should be reviewed before it goes out to the client.

While you could leave all of the above unstated and work it out over time, making it explicit will make everyone's life easier and more predictable.

Clear guidelines on what needs manager review: To ensure excellent work product for the highest-priority issues, each team should have clear guidelines around what needs sign-off from their function lead or GC. Here are some example guidelines:

Product/Privacy

• All advice to the Product team that materially affect the end-user product experience (this doesn’t include tactical advice to implement that advice)
• All advice regarding any new or unexpected use of end-user personal data
• All advice that is escalated to the VP of Product or his or her lieutenants

Advertising and Marketing

• All advice regarding the use of third-party brands or famous people in advertising
• All advice regarding advertising that involves a significant up-front cost (for example, any video ads)

Employment

• All revised form agreements and offer letters
• All proposed severance, termination, and settlement offers
• All advice to the People team that could significantly affect the Company’s practices (e.g., being able to hire in a particular location)

Sales Contracting

• All exceptions to the pre-agreed fallbacks
• All changes to pre-agreed fallbacks
• All new or revised form agreements
• All correspondence related to non-renewal or termination notices from Customers with material contracts
• All strategy for customer negotiation thresholds  and using customer paper

Vendor Contracts and Strategic Partnerships

• Contracts over $X
• Contracts in which a third-party service will have access to user data or third-party IP will be integrated into the product
• Contracts for members of the executive team
• Strategic partnerships
• Contracts licensing the company’s IP in non-standard ways
• Any client counseling in which the company is either (a) anticipating breaching an agreement; or (b) expects a counter-party to breach.
• Any other non-standard or material contracts
• All new or revised form agreements

Litigation

• All initial complaints or demand letters
• All settlement offers
• All strategic litigation decisions
• All selections of new law firms or performance issues with existing law firms

Corporate

• All form equity agreements
• Anything that needs board approval or stockholder consent
• All transactions over $X

Catch-all for all functions

• All outside-counsel engagements with an expected cost of > $Y
• All issues in which the function lead or GC would look silly for not knowing about it
• All advice to senior leadership

Explicit response-time expectations. To ensure consistent response times across the team, each team should publish its target response times for client inquiries. For example:

If helpful, you should be able to leverage the ticketing system you use to generate response-time reports.

Special thanks to Danielle Bembry and Ashley Pantuliano at Loom and Gregg Webb and Juan Olano at Grammarly for reading and providing suggestions to early versions of this post.