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PLAYBOOK TEMPLATES
Outside Counsel Billing Guidelines
Outside Counsel Billing Guidelines set the standards for law firm engagement, billing, and matter management. This playbook details compliance expectations, expense policies, and audit rights.
Table of Contents
Legal Compliance and Anti-Corruption
Negotiation strategy
Ensure that the contract includes comprehensive compliance clauses covering anti-corruption laws and export controls. Insist on audit rights to verify adherence to these provisions.
Negotiate to limit the scope of audit rights to protect sensitive information. Ensure that compliance obligations are reasonable and achievable.
Essential elements
1
Anti-Corruption Compliance
Adherence to anti-bribery laws.
2
Export Controls
Compliance with export regulations.
3
Audit Rights
Verification of compliance adherence.
Action framework
ACCEPT
Propose edits if jurisdiction-specific compliance requirements are not addressed.
EDIT
Reject if the clause lacks essential compliance elements.
ADD
Add language for jurisdiction-specific compliance if missing.
PRO TIP
Always consult with local legal experts to ensure compliance with regional laws.
Real-world examples
FAVORABLE
Comprehensive Compliance Clause
"The Parties represent and warrant compliance with all applicable anti-corruption laws, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act."
NEUTRAL
Basic Compliance Statement
"The Parties agree to comply with applicable laws and regulations."
UNFAVORABLE
Vague Compliance Obligations
"The Parties shall endeavor to comply with relevant laws."
Alternative scenarios & positions
High-Risk Projects
In high-risk projects, ensure that compliance clauses are more stringent and include specific monitoring mechanisms.
International Transactions
For international transactions, include clauses that address compliance with both local and international laws.
Small-Scale Contracts
In small-scale contracts, simplify compliance clauses while ensuring key legal obligations are met.
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