Outside counsel work with me, not against me above the law

I know. This encompasses so much, but can be distilled down into a few key points. First, don’t make me chase you. If you say in your email you’ll have comments back by this Friday, then I should have the draft by (wait for it) Friday. If come Monday morning, I’m the one that has to break radio silence and fend off the business partners I told would have their draft, I’m putting you on the shit list. Life happens, stuff comes up. But if for some reason you can’t make that deadline, let me know so I can manage the expectations of the wolves. You keep track of your time in six minute increments, I know you have better recall than that.

Along those lines, do not sneak shit into my document. This is similar to when a business partner scrawls nonsense in the margin of a contract, draws some contradictory arrows, and signs that puppy.


He or she has left me with an incomplete contract now up for interpretation. So it is with an outside counsel who writes in the slightly more dignified comment field in Word that he or she needs to do “additional investigation on this question” and leaves it at that. You’ve just left a pile of steaming crap in my draft. What am I supposed to do with this? Hint, the answer is not, “chase you until you have an answer or admit you forgot about it and it’s probably fine.” If you need to flag something you can’t resolve before you send the draft, do it in the cover email. Don’t leave me a nasty surprise in my document.

Follow directions. Particularly, when it comes to billing. Yes, I too hate our billing software. I completely support your theory it was designed by soulless millennials. I sometimes spend more time approving your invoice than I do reading that email guidance you gave me. But, like the tide, the software is inevitable. Please don’t try and skirt the process, or ask me to make an exception for you. Remember the Big 4 ex-pats? They’re all over these invoices and reports like flies on … garbage. I can’t move up your payment term. I can’t approve your block billing. Please just follow the directions in the outside counsel guidelines I gave you.

While I’m on the subject of following directions, memos are for law students and litigators. I’m a corporate monkey. When I see you’ve sent me a memo, I want to crawl under my desk. Maybe rock myself in the fetal position if I see citations. When I say, “just shoot me a few bullets in an email,” I really mean that — just shoot me a few bullets in an email. This is not bet-the-farm litigation. I just want some advice on independent contractor classification. I get that it’s messy, but sending me a memo is just going to make it worse. I can’t give that thing to HR. They’ll freak out. Maybe create a meme about it. I’m just going to have to rewrite what you sent me into bullets. So really, you’re making more work for both of us.

And finally, whatever you do, do not throw me under the bus. I repeat, do not throw me under the bus. I spend my life crawling out from under the bus. I expect to regularly eat pavement from my business partners, but I expect better from you. If we hop on a call with our team and you insinuate that you were unable to do something to your satisfaction because of a delay on my end, I’m going to call you on it. Particularly, if it’s something along the lines of, “I asked your counsel for it yesterday, but I’ve just received it this morning, so I’m unfortunately unprepared for this call.”

Maybe the answer is, I actually was right all those years ago on that panel, when I said the key to a successful partnership with an outside counsel is clear and concise communication and level setting of expectations. Maybe being more explicit up front as to how I expect us to work together is the way to go. And in any event, it should at least cut down on the amount of memos that cross my desk.

Kay Thrace (not her real name) is a harried in-house counsel at a well-known company that everyone loves to hate. When not scuffing dirt on the sacrosanct line between business and the law, Kay enjoys pub trivia domination and eradicating incorrect usage of the Oxford comma. You can contact her by email at KayThraceATL@gmail.com or follow her on Twitter @KayThrace.