Legal Solutions | USA
Contract management, sometimes referred to as contract administration, refers to the processes and procedures that companies may implement in order to manage the negotiation, execution, performance, modification and termination of contracts with various parties including customers, vendors, distributors, contractors and employees. While businesspeople often dismiss contract preparation as "lawyer's work" that has little or nothing to do with the important aspects of the working relationship between the contractual parties, contracting is actually one of the crucial activities in determining the success of any business arrangement.
One of your roles as a member of your legal department will be assisting your internal clients with contract preparations and it is absolutely essential that you work closely with your clients to establish well in advance your mutual expectations regarding the role that you will be expected to play in the negotiation, drafting, finalization and monitoring of a particular contract. In most cases, you should expect to be responsible for drafting the contract and all related documents, including certificates and other documents that may need to be delivered at the time that the main contract is executed and the deal is "closed," and for spotting and resolving specific legal issues.
For their part, managers in other departments will typically be responsible for identifying and resolving all of the business and risk management issues associated with the creation and performance of the contract and the underlying relationship between the parties; however, depending on the situation you may become heavily involved in negotiation of business issues and have a great deal of input into the strategy goals and objectives of a particular contractual arrangement.
For each proposed contractual arrangement you should get in the habit of going through a checklist of the actions that you might be expected to take in order to assist the company. You'll eventually develop your own checklist that you can refer to as time goes by; however, when you are first starting out I recommend that you consider each of the following steps for effective contract management:
Contract management is an important task and, when done correctly, can actually be one of the most interesting things that you do for your internal clients. I've collected a lot more tips and practice tools for you to use in Gutterman, Business Transactions Solutions, Contract Formation and Management (§§ 47:1 et seq.).
Alan S. Gutterman is the founder and principal of Gutterman Law & Business, a leading provider of timely and practical legal and business information for attorneys, other professionals and executives in the form of books, online content, newsletters, programs, training and consulting services. Mr. Gutterman has three decades of experience as a partner and senior counsel with internationally recognized law firms counseling small and large business enterprises in the areas of general corporate and securities matters, venture capital, mergers and acquisitions, international law and transactions, strategic business alliances, technology transfers and intellectual property, and has also held senior management positions with several technology-based businesses including service as the chief legal officer of a leading international distributor of IT products headquartered in Silicon Valley and as the chief operating officer of an emerging broadband media company. His publications are available on the Legal Solutions website or at Westlaw at Business Counselor. Mr. Gutterman can be reached at firstname.lastname@example.org.