Risk Update

(OCG Week) Outside Counsel Guidelines — Turning to Technology

In Part Three of our OCG update we’ll turn to content on coping, from Toby Brown, Chief Practice Management Officer at Perkins Coie: “Advancements in Outside Counsel Guidelines Compliance Technology” —

  • “Given the recent trends around Outside Counsel Guidelines (OCGs) becoming more common while also becoming more complex and demanding, you would think there would be a bevy of providers bringing new technology to the market to help firms address this issue. For now, that seems to not be the case, with limited exceptions. This is forcing too many law firms to cobble together their own solutions, utilizing basic tools (e.g. spreadsheets), alongside generic tools and home-grown options.”
  • “When a client OCG comes in to a firm (and this can happen in many ways), the firm should have a defined, consistent process for managing them. Since OCGs have a variety of clauses, numerous departments at a firm need to weigh in, therefore the first requirement is for a workflow management capability to handle the review and approval process. This workflow needs to manage multiple, simultaneous threads in parallel, and then bring each thread back into a final sign off. The workflow also needs to manage exceptions and document edits to OCGs. The review can no longer be limited to the Finance or Billing departments.”
  • “From a moderately advanced perspective, it would be a nice to leverage some level of artificial intelligence (AI) to determine the terms contained within each OCG. That functionality would allow firms to parse out clauses for review and to identify which clauses may need to be negotiated, reducing the amount of manual review needed. One frequent example is that of Most Favored Nation clauses; another example is security requirements. Sometimes these requests are not feasible or run counter to a firm’s policies and need to be negotiated and revised. And these revisions need to be tracked.”
  • “Of course, capturing all of these guideline documents means firms will need a repository of them. Integration with a document management system (DMS) is one option, with the bonus value that having a single, searchable repository will provide.”
  • “Beyond determining the contents of a single OCG, it would be helpful if the tools had data analytics components to understand the requirements across all client OCGs so firms can create processes and policies to better comply across all clients. Determining commonalities and trends in the clauses being included would be useful for firms as they prioritize their technology and systems.”
  • “There is a definite need for technology to support the review and management of OCGs. E-billing compliance has been largely tackled with solutions like eBILLINGHUB and it may be possible to leverage document analysis tools (employing AI) to assist in the review of new OCGs, identifying common components within an OCG that the firm has already identified how to address, as well as more easily identify new or “outlier” components that may be unreasonable or difficult to enforce compliance with. This could assist with initial review and negotiation but may not help in terms of compliance once an agreement has been reached.”