Legadex Contract Review as a Service is an offsite client offering that 1), streamlines the drafting and negotiating of routine contracts and 2), saves you time and money through continuous contract monitoring. But how does it work in practice? And how do we ensure it complements your way of working?
The starting point is the “intake”. Creating a solution around your needs requires knowledge and understanding. For this reason, we begin every new client relationship with an in-depth intake session. During this intake, we discuss the following questions together:
- What types of contracts you want us to review for you?
- What internal guidelines apply (e.g. regarding payment terms, liability, etc.)?
- Whether we need to follow specific workflows (for instance, should the Data Protection Officer check a data privacy clause)?
- What post-review action we should take (e.g. send them to legal, an internal stakeholder or a counterparty)?
- What data do you want us to include in our reports?
Based on what you tell us, we then seamlessly incorporate our service into your workflows. In this way, we can deliver high quality support from the first contract we review. Below is some extra information about what we look at during the intake.
1. Types of contracts
Different types of contracts require different expertise. Knowing what types of contracts are involved allows us to select the right people to assist you. We don’t need an exhaustive list, and you can send us any kind of contract at any time, but generally knowing what type of agreements to expect allows us to prepare better for the task at hand.
2. Internal guidelines
It is very helpful to know what, if any, guidance you have in place regarding contracts. This guidance can be written or unwritten. Typically, we find that most guidance exists in the collective knowledge of the people responsible for contract review. We therefore try to discover and document as much information as possible during the intake meeting. This allows us to understand what limitations we should consider during our review and it increases the quality of our service. Below is an example of the spreadsheet we use:
|General Review Items|
|All Agreements (to extent applicable)||Particulars/Agreed Limitations|
|Force majeure/Extenuating circumstances clause|
|Confidentiality/IP (incl. ownership)|
|Entire agreement clause|
|Specific client points|
This list is not exhaustive. Depending on the types of agreements involved, we tailor what we discuss as necessary. In addition, we also look at sector-specific clauses that may be relevant. If you do not have specific instructions, we start with a blank sheet and aim to obtain and share information as we work together. Finally, the scope will continue to evolve; it is not set in stone once the intake is complete.
3. Specific workflows
As well as discussing any guidance you may have, we also ask if you have internal workflows for contracts. Examples of internal contract workflows include:
- Any contract with a DPA or a data protection clause needs to be reviewed by the DPO
- Any deviation from the standard payment term needs to be notified to the finance department
- Any upward deviation from the maximum liability needs to be approved by the general counsel and the insurance department
Knowing the specific contract workflows to follow allows us to seamlessly integrate our service into the way you work. It also ensures that everyone who needs to be involved in the contract workflow is actually involved.
4. Post-review action
Here we explore what you would like us to do once we have reviewed the contract. Normally, we reply directly to whichever department or business made the initial request. However, we can return the reviewed contract via the legal team. Whichever you prefer.
We are determined to give you meaningful insight into the work we do for you, and our regular reports include everything you want to know about the agreements we have reviewed. During the intake, we determine what information you need about each kind of agreement so we can include that in our report.
Want to discuss your needs?
The information above should give you a better insight into how we would work with you to define your “contract review as a service”. Feel free to get in touch with Peter Schepens to discuss, ask any questions you may still have or to talk in more detail about your needs.
T: +31 (0)6 5478 1568