Is there a little voice in your head telling you to be worried about technology taking over your job?
Then I hope that little voice takes a second to read what this little voice has to say about that.
Because your future as an in-house lawyer or contract professional is bright! Different. But bright.
In this article, I will share my thoughts on how our roles as in-house counsel and some contracts professionals will soon develop into a hybrid legal-technical role that I call “the Contract Ops Professional.” And how to stay ahead of the game to ensure long-term job security and success in a rapidly changing (and exciting) industry.
Complex Negotiations Will Always Require Humans
Legal and contract lifecycle management (CLM) technology has and will continue to automate the contracting process. But technology will not fully replace humans because complex negotiations, deals, and contracts cannot be 100% automated.
Because negotiation is an art, not a science.
Negotiation responds to emotional, mental, external, and unpredictable factors. No one person, party, or system has full control over the negotiation process or the outcome of a negotiation. Whether negotiating a non-disclosure agreement or a master services agreement, the outcome is dependent on several moving parts, such as the: level of trust between the parties, particular moods of the negotiating individuals, internal motivating factors driving the decision-making process, and level of skill possessed by the negotiators. That is why the negotiation phase is the most difficult phase of the contracting process to automate.
For this reason, many CLM platforms skip over the negotiation phase altogether. Requiring users to exit their system and use third-party redlining tools, like Microsoft Word, to redline and negotiate contracts. The example workflow below demonstrates the way most CLM systems on the market today skip over the redlining and negotiation phase.
Image 1 – How Most CLMs Exclude The Redlining Phase
Think about it.
If the system can’t do it at all, can’t do it correctly, or can’t do it comprehensively, then—due to a technical limitation— a human must continue to do it.
Even when working with a CLM system that houses the redlining process, playbooks and guidelines will only go so far in predicting what the other party will accept, reject, or counter with. The simpler the agreement, the simpler the automation. We can somewhat automate the negotiation process for a simple non-disclosure agreement. But we are lightyears away from automating the negotiation process for a complex asset purchase agreement.
The reality of this gradual automation of simple to more complex agreements is that our role as human contracts professionals is narrowing and deepening over time. Knowing how to draft and negotiate a non-disclosure agreement or other “simple” agreements is no longer going to cut it. To stay ahead of the game and ensure job security over the long-term, all aspiring, new, and current in-house lawyers and contracts professionals should set out to master more complex agreements within your company, industry, or field.
Image 2 – How Gradual Automation Will Redefine the Human Role
When Two Become One
An article by Law.com predicts that, “Automated contract solutions aren’t a substitute for corporate legal department personnel, but indoctrination of such technology may be influencing the kind of talent that in-house teams are seeking to hire.” Pretty soon, we will all be expected to have some level of technical expertise.
Right now, there are people who draft, review, and negotiate contracts (contracts lawyers and contract managers) and there are people who manage and implement contracting solutions (legal ops and project managers). Rarely does one person do both. The optimal combination for the contracts professional of the future is to be highly proficient in contract negotiations and equally proficient in contracting tech.
As technology offers more and more features to assist with some of the lower-tiered work that is currently being performed by contracts professionals (like drafting contract templates from scratch, reviewing standard non-disclosure agreements, formatting the layout of contracts before execution), employers will expect us to do something else with our time. That something else will be what I call, “Contract Ops.”
Image 3 – The Contract Ops Venn Diagram
Contract Ops is a consolidation of two roles – contract negotiators and legal ops – into one role. The role of the Contract Ops Professional would involve the following roles and responsibilities:
Authoring and customizing smart contract templates within a CLM system;
Developing contract playbooks and requirements for ingestion by CLM system;
Designing, implementing, and managing CLM processes and systems;
Reviewing and responding to red flags raised by the CLM system;
Analyzing and ingesting contract data points gathered by the CLM system; and
Championing change and adoption of technology within your organization and team.
Industry leaders are beginning to envision the same transformation. Eric Laughlin, CEO, Agiloft predicts: “2022 will see the rise of the contract operations pro and the start of a talent war to secure their services. As contract lifecycle management (CLM) establishes itself as a business-critical function in the enterprise, and legal ops teams focus on managing spend, maximizing productivity and streamlining processes; a new breed of in-house professional will be required to handle the processes and technology used to manage contracts. Those professionals will be highly sought after, with ALSPs, consulting firms, technology vendors and GCs all vying for the best and brightest talent with the right experience.”
For those contracts professionals that have been practicing on one side of the coin, it is time to start expanding your role. Lawyers should be gaining experience in project management and technical implementations. While legal ops professionals should consider getting a law degree, becoming a certified contract manager, and asking for hands-on experience negotiating contracts.
How to Prepare for the Future
To keep yourself marketable in the contracts industry over the long-run, is to deepen your knowledge and experience with complex contracts and strengthen your knowledge and experience with CLM technology.
You can start by:
Demoing as many contracting tech and CLM products as you can
Participating in CLM implementation projects (i.e., volunteer to assist as a tester or help train new users)
Taking the admin and author training classes offered by your company’s chosen CLMS
Networking with CLM system providers and staying updated on industry changes.
Nada Alnajafi is the Founder of Contract Nerds, Author of Contract Redlining Etiquette, and a seasoned in-house attorney. She is a contracts expert with 15+ years working in-house counsel for companies of all sizes and across various industries.