In my role as part-time GC and senior legal advisor, I work with a diverse portfolio of companies. Although my clients differ in size, management structure and stages of growth, among other things, my relationship with them is similar in one fundamental way. Besides helping to manage and address their day-to-day legal work, I serve another important role – that of counsellor. And by “counsellor”, I do not mean acting as their legal “counsel”; rather, I am referring to the support I provide as an unofficial mentor/sounding board - whether to a solo in-house lawyer, a larger client legal department, a paralegal, or a non-legal professional overseeing the client’s legal function.
In other words, I am basically “the guy down the virtual hallway” who is available to brainstorm when needed. This type of advice typically falls into one of the following categories:
1. Technical expertise/brainstorming – I am often asked to provide a “sanity check” on legal or business issues – getting questions like, “have you seen this issue before?” or “is this provision common in a situation like this?” Similarly, a busy and harried GC may ask me to provide guidance to, or take second read of a contract drafted by, a junior in-house lawyer in the department. I am often asked to provide this kind of support, and enjoy the opportunity to mentor younger lawyers and leverage my knowledge from working for many years across a broad client base to assist in addressing issues or simply offering a second opinion.
2. Negotiation tactics – I have drafted and negotiated thousands of agreements in my almost 30 years of practice, and often assist clients to prepare for upcoming negotiations by helping to set priorities, anticipating sticking points (both from internal business colleagues and the other side) and coming up with acceptable alternatives. I am frequently asked to give guidance on whether a certain approach is consistent with industry norms.
3. Ethical issues – A common dilemma for in-house lawyers is having to say “no” to an insistent internal business colleague when something proposed raises legal compliance or ethical concerns. It can be challenging to find the right balance between promoting business objectives while appropriately mitigating risk, especially when that risk involves potential legal or ethics violations. In situations like this, I can help by offering an independent evaluation, proposing alternative approaches and, if necessary, recommending against a proposed transaction or action. In other words, I am fine delivering the “bad news.”
4. A Gripe Session – We all need to vent from time to time, and sharing your frustrations with another lawyer who understands your “pain” can be very helpful. Because I’ve literally been in your shoes as a former in-house lawyer and general counsel, I know what you’re dealing with and can offer an empathetic ear and perspective.
5. Referrals – Occasionally, you may be asked to handle a matter that falls outside your wheelhouse and need a referral to someone who has the right legal or other expertise. I routinely refer clients to my large network of lawyers and other professionals in situations like this.
Regardless of why, many clients solicit my input in this unofficial “mentor” capacity because of the ready accessibility and affordability of Outside GC’s on-demand legal services model. Picking up the phone for 30 minutes of brainstorming is not going to “break the bank” and most of the time, I’ll be available to take your call.
Like me, all of Outside GC’s attorneys bring significant legal and business experience to their roles as part-time GC, which enables us to deliver practical, business-centric advice with a level of responsiveness and efficiency not possible in a traditional law firm setting – as we typically are not tied up with lengthy conference calls, internal firm business meetings, and out-of-town travel. We are available when needed, which is exactly what our clients like most about us.
A Member of Outside GC's Washington D.C.-based team, Jordan Karp has over 20 years of in-house legal experience in the life sciences and technology industries. He has considerable expertise with biotech-related agreements, including contract research and development agreements, clinical trial agreements, and contract manufacturing agreements. Jordan can be reached at email@example.com or 443-310-6794.