Integreon’s Disruption-Free Collaboration with Seyfarth Shaw

Via Ron Friedmann, I learned that Integreon, the legal-process-outsourcing vendor, has announced here a “new collaborative legal services delivery model” with the law firm Seyfarth Shaw. I gather from Ron’s tweet that it’s the third such partnership.

The announcement is in businessspeak, featuring bombast, clichés, nominalizations, and gratuitous quotation marks. But the gist of it is that Integreon has partnered with Seyfarth Shaw to provide contract-management services to big companies, with Seyfarth doing the work that involves greater risk and complexity and handing off the rest—the lower-value, repetitive work—to Integreon. Seyfarth would provide quality control. And if a problem arises, Seyfarth’s malpractice insurance would provide a deeper pocket for a company to go after. Integreon suggests that this arrangement is “disruptive.”

I agree with Integreon that in general, how companies handle the contract process is terribly inefficient, with routine, high-volume work being handled in an improvised way by expensive in-house legal staff or by even more expensive outside counsel. But unless Integreon’s arrangement with Seyfarth goes beyond what’s described in Integreon’s announcement, it doesn’t eliminating inefficiency—it just seeks to make it less expensive. There’s nothing disruptive about that.

Two things appear to be missing from Integreon’s arrangement with Seyfarth. First, there’s no meaningful discussion of improving quality. To put a company’s contract process on an efficient footing, you should start by retooling its templates, which are sure to be ill-suited to the company’s needs. If you redraft a template consistent with a set of guidelines for clear and modern contract language—no prize for guessing what guidelines I have in mind!—they end up around one-third shorter, are much clearer, and will have been purged of the sorts of distractions and misconceptions that routinely clutter up templates. (Go here for my “before” and “after” versions of an extract of a representative big-company template.) Some individual law-firm lawyers might be equipped to provide such services, but not, on an institutional basis, law firms—for reasons I mention in this article, they’re currently locked into churning out traditional contract language, with all the associated dysfunction.

And second, there’s no mention of document assembly. Creating contracts by revising Word templates is slow and is conducive to mistakes and inconsistency. It’s what helps create the need for Integreon’s contract-management troops. By contrast, to create a contract using document assembly, you answer an online questionnaire, supplying information, selecting from among alternative deal terms, and consulting annotations that explain the choices offered. Process controls track each draft and alert designated individuals if a user supplies an answer that goes outside specified parameters.

When you combine clear, modern, and consistent contract language with a state-of-the-art document-assembly system, you streamline the contract process—businesspeople can quickly create first drafts in a controlled environment, and legal personnel are freed of much drudgery. Now that’s disruptive.

If a company needs to produce a high volume of contracts with an element of customization, such a system could offer compelling efficiencies. With such a system, a company might find that it doesn’t need to farm work out to Integreon or another legal-process-outsourcing vendor, with or without the participation of a law firm. And even if it does, the scope of that work would likely be much reduced.

Obviously, I’m not a disinterested bystander. I’ve partnered with Business Integrity, developer of ContractExpress, the leading document-assembly software. I offer to revise a company’s templates, in consultation with company personnel, then load the templates onto ContractExpress. If you’d like to find out more, go here to read an article that I wrote with Tim Allen, CEO of Business Integrity. I promise that it contains no gratuitous quotation marks.

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.