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What legal agreements should be signed before giving a project to a software developer?

You had a brilliant idea, set up your company, and now it’s finally time to make your dreams a reality and bring your product to life! When hiring a developer to help build your software or mobile application, it is important to take the time to agree on points such as:

  • The scope of the project;
  • The relationship between the parties;
  • Confidentiality obligations; and
  • Ownership of intellectual property.

 

A long-form software development agreement can cover all of these points, but if you’re looking for customized and specific terms, you may decide to draft agreements specific to your needs and retain them as schedules.

 

Software Development Agreement

A software development agreement is a standard agreement stating a developer’s intent to develop a software product, or “work”, for a company. Boilerplate terms that a standard software development agreement will cover include:

  • The scope of work to be provided, including project milestones, testing procedures, and pricing;
  • The transfer of intellectual property from the developer to the company; and
  • The parties’ liability and indemnification obligations.

Often, parties will include or negotiate additional clauses based on their needs, like:

  • Subcontracting rights;
  • Warranty provisions; and  
  • Insurance obligations.

Consulting Agreement

Typically, a software developer may not be considered an employee of the company, so covering the contractual nature of the developer’s work can serve to clearly assert this boundary. For example, a company entering into a consulting relationship with a developer will often include the following terms:

  • Compliance with the company’s policies;
  • Limitations on the consulting relationship (i.e., the consultant is not an employee); and
  • Non-competition and non-solicitation obligations.

Confidentiality Agreement

When a developer has access to a company’s customer data and records, it is understandable the company will want to prevent this information from being disclosed to its competitors.

You can view and customize a sample consulting agreement on Clausehound:

All employees, developers, and even subcontractors should be bound by confidentiality provisions. Depending on how comprehensive a company wants the confidentiality obligations to be, it can either include a standard confidentiality clause in a software development agreement or include a specific confidentiality agreement in a schedule to the agreement. A confidentiality agreement will generally include the following terms:

  • The inclusions of confidential information;
  • The purpose the information may be used for; and
  • The handling of the confidential information and return of the confidential information.

 

Intellectual Property Transfer Agreement

The developer is developing a work product that is based partly on the work of the company, but mostly on the work of the developer. The developer may have other employees or subcontractors working on the final deliverable for the company.

To protect its rights to the fullest, many companies will ask the developers to and have their employees/subcontractors sign separate intellectual property transfer agreements. Such an agreement could include clauses such as:

  • A transfer of the intellectual property and a license to the developer’s’ background intellectual property;
  • A transfer of moral rights; and
  • A representation of no third party infringement in developing the “work”.

 

To see a standard software development agreement, visit our Small Business Law Library!

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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Four Things I Love about SAAS Apps

Links from this article:
SAAS North
Clausehound.com
here

As I start to pack my bag for the SAAS North conference in Ottawa, here are four reasons that I choose SAAS (software as a service) applications (apps) over traditional services!

Here are some of the many benefits of SAAS products:
Life efficiencies.
SAAS apps work nicely on desktop, tablet, and mobile, which means I can duck into an alleyway and be part of a team Zoom teleconference. This is as much a comment about the product design that makes a mobile a viable business tool, as it is about SAAS (I’m such a fan of Zoom that I’m planning to dedicate an article to take about its amazing capabilities for bringing our team together).

SAAS Supports the Do-it-Yourself In Me. With SAAS applications, anyone can now learn a once specialized process, in a matter of minutes. The grandmother of one of my colleagues who never had the pleasure of growing up with hi-tech software tools and gadgets can load pictures on Dropbox with ease (This, too, is also as much a comment about product design as it is about SAAS). As another example, my beloved Clausehound.com also falls into this category of a specialist service for which a SAAS solution exists. Who would’ve expected Software Supported DIY bespoke legal drafting? Amazing 🙂

I Love The Convenience and Ease of Software Installs. In the past, a video conference solution would require expensive hardware and a technician in order to be properly installed, or a photo-sharing app might have required a fileserver for storage and a Local Area Network in order for users to access the photos. Now – and highlighting the two examples noted above, Zoom and Dropbox onboard quickly and lightly on a user’s internet devices to offer video conferencing and photo sharing. Many apps will not even need to be downloaded if they are web-based – all I need is my id and a password – the ultimate in convenience.

I Can Afford a Multitude of Tools. Can I think of four things that I like about Software As A Service (SAAS)? More like four hundred! (Which is probably the dollar amount that our company Clausehound.com spends per month on SAAS vendors). Relatively speaking it’s a drop in the bucket to what we would have needed to spend to start up a business a decade ago. Remember when you had to spend $10,000 + for an office network, file servers, email system, word processing system, fax machines and so on? Fast forward to…now, and anyone can start a business and hire employees on their co-working space’s WiFi; store and share documents and manage email and word processing using G Suite; and can use MyFax for their faxing needs.

Here’s a couple of my worries about SAAS:
The dangers of confidential information leakage.

Individuals and companies are onboarding loads of sensitive and confidential information into SAAS apps. Information protection is a function of the careful choice of vendor, diligence to ensure that security updates are performed, and planning in the event of a hacker attack (or even disgruntled employee breach) among others. We have certainly seen that information security has not been handled flawlessly by companies to date.

Solutions that are designed for Mass Consumption, and the Remoteness of customer service. Accessing human help when experiencing software glitches is a challenge for new and untested software generally, as well as for software that is stress tested in business in ways that the software designers may have not anticipated. Our team has been on calls with technical support teams at Mailchimp and LinkedIn among others, and we don’t always get the answers we are hoping for in terms of product abilities. A custom solution would naturally be built to match our company requirements – but would cost so much more.

As an early adopter and frequent subscriber of SAAS products – SAAS North here I come! I’m looking forward to getting delighted by new SAAS Apps that I haven’t heard of.

– Rajah Lehal

CEO, Clausehound

 

Register here using the discount code SAASPASS prior to November 30 deadline and receive a two free months of access, $10 per month thereafter. Our offering will include legal documents developed to assist SAAS businesses (including Website Terms of Use, Privacy Policy, API terms of use, and many others).

 

– – –

Rajah is the Founder and CEO of Clausehound.com — a $10 per month DIY Legal Library containing tens of thousands of legal clauses, contracts, articles, lawyer commentary and instructional videos. Find Clausehound.com where you see this logo.

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It’s Not a Love Story: Taylor, Kanye and Privacy Concerns with Snapchat

 

Thanks to social media, it is not difficult to achieve your claim to fame. However, it also is not difficult to receive unwanted attention or fame.

Social media platforms, such as Instagram and Snapchat have modernized the concept of photo albums by creating an online platform to share, send and post pictures. Snapchat has taken one step further by removing the fear of having unwanted pictures going viral on the internet, where the picture is seen for a few seconds then vanishes into thin air. Great feature, right? Although Snapchat embodies a temporary glimpse at user’s photos and videos, the app, along with many other apps, still raises privacy concerns.

The Wests vs. Swift

The most recent privacy concern, brought to light by pop culture moguls Kim Kardashian West and Kanye West, includes a non-consensual release of a recorded phone call between West and Taylor Swift in regards to Swift approving controversial lyrics of his infamous song “Famous”. The recorded phone call was made public to the world in a ‘snap’ by Kim Kardashian.

The video has caused a frenzy in the Wests vs Swift war, with the Wests scoring brownie points over Swift thanks to the ‘snap’. However, it may be Swift who has the last laugh. Swift, who has a history of taking legal action against former friends and acquaintances, may be at the forefront of a number of potential legal claims against the Wests.

 

The Breach of Privacy

Two potential claims Swift may have are:

  • defamation/character assassination; and
  • illegal use of a recorded phone call.

For a claim of defamation/character assassination, Swift must prove that the Wests intended to intentionally hurt her with a knowingly false statement. This onus is quite difficult to prove.

For a claim of illegal use of a recorded phone call, the parties must first determine what state the phone call was recorded in.

For example, California law states that all-party consent is required for the release of any private communications.

 

This publicly-known dispute is just a glimpse into the possible privacy breaches that can take place on social media platforms, such as Snapchat. NBA stars have also fallen victim to breaches of privacy, where women have ‘snapped’ star players, such as James Harden, in bed beside them.

Privacy Law

Snapchat is not legally responsible for these potential breaches of privacy, since it is the actual recording of the phone call or snap of the photo that is the breach, not the dissemination of the sensitive information.

Technological innovation has prompted Canadian courts to evolve privacy laws to a more clear rule on the tort of privacy. In the 2012 case, Jones v Tsige, the Ontario Court of Appeal stated that a right of action for ‘intrusion based on seclusion’ should be recognized in Ontario. The judge referenced the adoption of such privacy laws by US and English courts, where a tort of invasion of privacy exists if:

(i) there is an unauthorized intrusion;

(ii) the intrusion is highly offensive to the reasonable person;

(iii) the matter intruded upon was private; and

(iv) the intrusion caused anguish and suffering.

With the rules laid out above, it may be difficult for Swift to claim a tort of privacy. The first factor is clearly satisfied, but her legal counsel would have to make a strong argument to satisfy the three additional factors.

Conclusion

With the growth of platforms that provide spotlight to potential breaches of privacy, judiciary and legislature will attempt to keep up with protecting victims’ rights to privacy, whether it is violated through a breach of data release (which will be addressed in the new Digital Privacy Act), or an invasion of privacy. For now, Taylor’s snapchat war may need to be resolved through the power of her PR agents.   

 

Click here to view our confidentiality agreements on our Small Business Law Library!

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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Are the Robots Taking Over? Legal Research in the Future

Who ever thought we would live to see robots being hired as lawyers! The time has come, and one robot in particular has arrived to fulfill your legal needs. ‘His’ name is Ross. Not Ross Geller. Just Ross.

 

 

Welcome Ross:

Ross is the latest artificial intelligence creation to enter the legal tech sphere, and has been noted as one of the growing trends for 2016.

Ross, an artificially intelligent robot attorney currently being developed in University of Toronto incubators, is your friendly local attorney ‘who’ provides direct answers to various legal questions, with a current focus on bankruptcy law. Ross is gaining recognition, after being licensed by Baker & Hostetler and pilot-tested by Dentons.

With the help of IBM Watson computing, rather than providing a ‘siri’-type generated list of links to possible solutions to your legal question, Ross has been trained to provide well-thought out answers. Just the way an actual lawyer would. ‘He’ also provides citations for where his legal answer was derived from, along with additional readings on the topic.

 

Is Ross Replacing Lawyers?

If you’re a lawyer, you may be thinking the end of the legal profession has arrived. If Ross can provide solid legal advice to clients based on highly developed algorithms, then what’s the need for lawyers charging rates as much as $500 an hour?

It is true that Ross is similar to an average junior level associate, able to conduct legal research at a high-level, providing a list of citations, and a generated legal response thanks to machine learning. It is also true that Ross may be able to provide this research at a lower cost than an average junior level associate. Ross can also perform this service with minimal support from human lawyers. Although this is true, in order for Ross to be successful he still needs you, the human lawyer!

 

Does Ross need Lawyers?

While some lawyers may be thinking ‘they’re out for our jobs’, many other lawyers may argue that as much as the legal industry needs high-level technology, such as Ross, ‘he’ too needs the legal profession, and human lawyers in particular.

The legal profession is changing, and it’s not only because of Ross. Many clients are now demanding legal work to be completed more efficiently and for less cost. The hourly rate service provided by lawyers is slowly fading, while many innovative law firms are offering fixed-fee legal services. Prices are decreasing, while the demand for faster services is increasing. Lawyers need the high-level technology to help support the growing demand for more efficient services. But these high-level technology services also need lawyers.

Without lawyers, Ross will not live up to the high standards that the legal profession demands.

Like any law graduate, Ross needs training and guidance in order to perform to the highest standards.

CEO, Andrew Arruda, has stressed that Ross is not a replacement to lawyers, but is trained to enhance lawyers’ work. Ross will contribute additional value to work that lawyers already perform, by providing legal responses in complex and demanding cases. Ross can take on the legal research that usually holds lawyers back from giving value to the client.

 

Ross Intelligence CEO

Source

For instance, while Ross conducts the legal research to solve legal issues, junior level lawyers can draft the memos which use the legal responses generated, and more quickly complete the work that brought to light the legal issues (for example, litigation or transactional service). This will make it easier to keep on top of business development by ensuring that their clients are satisfied with the level of service they are providing.

 

Conclusion

A new trend is developing – where professionals start fearing for their job security once a new innovation disrupts their industry. One thing that is certain, technology is not going to slow down – so we must not either!  Professionals in any given industry are at a stage where they need to learn to utilize these disruptive innovations to their benefit. This can be done by making room for technology in a supportive role. By utilizing highly innovative products/services as an enhancement to services professionals are already providing, professionals will have more efficient outcomes with much less stress.

 

–  –  –

This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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Cloud tools for businesses and law firms – Part 1: Five Reasons Lawyers Need Cloud Computing

When I think of the cloud, I think of a marshmallow-like floating bubble of air. When someone mentions the ‘cloud’ today, more often than not, they’re talking about a completely different cloud!

Cloud computing, a process of storing your data on the internet rather than on a hard drive, has taken businesses holding a significant amount of data by storm.

Here are the top five reasons to convince your firm to get on the cloud:

 

  1. 1. YOUR DATA IS SAFE from earthquakes, floods, and any natural catastrophe coming this way.

With cloud computing, all your firm information and client files are stored through the internet using storage on a server. To put this into simple terms, your information is literally stored on an invisible cloud that is protected from any disaster. The traditional form of storing client files, as required by the Law Society of Upper Canada  in physical form, requires a backup plan for the possibility of floods and fires. If your files are on the cloud, you have one less problem to worry about. So instead of worrying about whether your files are safe from water and fire damage, you can focus on serving your clients’ needs.

Frozen Bridge

 

  1. 2. YOU CAN WORK AS A TEAM on shared files

We’ve all been there. A pressured deadline for a file that requires more than one set of hands. How do we divide up the work? And how many versions are being sent to the other team members? Cloud computing solves all these issues related to file sharing. With cloud services, such as Google Drive, team members can work on a file together, by seeing all the versions uploaded, and also collaboratively working on a single document together in order to meet that pressured deadline faster.

 

  1. 3. YOU CAN ACCESS FILES REMOTELY, from anywhere in the world.

You finally have a well-deserved vacation planned in Barbados, but you still have a few last minute edits on a transaction. With the cloud, that won’t be a problem since you can access the stored files from any computer anywhere in the world, as long as there is an internet connection. This innovative change can result in greater productivity, and also promote a healthy work-life balance, since you can get out of the office and take your work on-the-go.

 

Beachside

 

  1. 4. IT’S CHEAP.

Money makes the world go round – so it’s understandable that a managing partner of a law firm would want to eliminate any unnecessary costs while ensuring firm efficiency. Many cloud computing services, such as Apple and Google, offer a certain amount of storage space for free. Taking advantage of this storage space, and adding on additional storage space on a cost per GB used basis can save a law firm money in a number of ways. The firm won’t be spending substantial expenses on maintaining hardware capable of storing its vast amount of information – additional GB of space can be added as, or when, required.

The firm may also save costs on IT support for the hardware systems holding the firm files.

 

  1. 5. EASY ACCESS for your clients

Not only does cloud computing ease the process of file sharing with your team members, but it also simplifies document sharing with clients. You need further information from your client, but you also need to get started on the file? No problem. Sharing a Google document, such as a client checklist, allows your client to fill out additional information as required, while you begin working on the client’s file. Document sharing with clients makes the lawyer’s work transparent, efficient, and easier.

 

Conclusion

The benefits of cloud computing are not fluffy and insubstantial like ‘real’ clouds. Cloud computing is a necessary innovation for law firms to implement, since it enables lawyers to increase efficiency, reduce costs and enhance the final work product under pressured deadlines. And we all know a faster delivered work product equals a happy client, which equals a happy lawyer.

 

–  –  –

This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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Balancing Privacy and Law Enforcement: Apple vs. FBI

Every system of government must balance individual privacy and rights, against state control. Where the lines are drawn determines what type of society we live in. One the one hand, the more we protect individual privacy, the less control the government has in protecting the public at large. On the other hand, if the government has too much control, citizens’ privacy is limited.

 

There is also another element to consider in a free and democratic society: can the government force a corporation to breach its contracts with its customers in the interests of public security?

 

This was the dilemma in the dispute between Apple and the FBI in the aftermath of the San Bernardino attack.

 

iPhone Key

 

For those of you that aren’t aware, in December 2015, two individuals committed a gruesome terrorist attack in San Bernardino, killing 14 people at an office party. The FBI obtained the iPhone of the shooters and was eager to search through the phone for any evidence or information relating to the attack. However, the phone was password protected. The FBI didn’t have the password and if they attempted multiple incorrect combinations there was a risk that the iPhone’s data would erase in its entirety.

 

The FBI needed Apple’s help to access the information inside the phone. However, Apple claimed that they did not have the ability to decrypt the phone. Furthermore, Apple wasn’t willing to create the software to do so, as this would essentially give the government (and whoever else obtained this new technology) the ability to unlock any phone – yes, even yours!

 

Wrong Passcode

                                                                                   

This led to the Department of Justice (DOJ) applying to the court for an order under the 1789 All Writs Act compelling Apple to create and provide the new software to the FBI. The writ was granted. The use of the All Writs Act was unprecedented and many legal experts said it was likely to prompt “an epic fight pitting privacy against national security.”

 

Apple objected to this order and did not assist the FBI in trying to decrypt the phone. However, the FBI was eventually successful in its decryption efforts. Many allege that a third party came to the FBI’s assistance. As a result, the FBI was able to gain access to the information stored in the phone.

 

iPhone FBI Interaction

 

 

Who’s Side Are You On?

The battle between Apple and the FBI created worldwide headlines, even becoming one of the pressing questions in the recent Republican Presidential debate. There appears to be no clear consensus on what side the American people are on, which illustrates how tough it is to balance privacy and government regulation.

 

Pros and Cons of Apple’s Privacy Position

  • Assurance that information in your phone is safe and secure
  • For the time being, stops a precedent from being created.

 

Scrutinizing

 

Pros and Cons of FBI Security Position

  • Allow FBI and Government to protect the public from crimes including terrorist attacks – such as San San Bernardino
  • Precedent established.

    Risk of government or others gaining access to other phones, or requiring Microsoft and other big tech companies to give assistance to access their devices.

 

Some popular figures have voiced their opinion on the matter:

 

FBI SIDE

Donald Trump

Donald Trump: “To think that Apple won’t allow us to get into her (sic) cell phone. Who do they think they are?”

 

Justice Department Spokesperson: “It is unfortunate that Apple continues to refuse to assist the Department in obtaining access to the phone of one of the terrorists involved in a major terror attack on U.S. soil.”

 

Cyrus Vance, Manhattan District Attorney: “Decisions about who can access key evidence in criminal investigations should be made by courts and legislatures, not by Apple and Google.”

 

For Apple

 

Alex Abdo, American Civil Liberties Union: “This is an unprecedented, unwise, and unlawful move by the government. Apple deserves praise for standing up for its right to offer secure devices to all of its customers.”

 

Lance Ulanoff, Mashable: “Forget the technology. If the FBI successfully forces Apple to create a new OS just to brute-force hack its own product, it’s the first step through a very dark one-way door — for all of us.”

 

Mark Cuban: “Amen. A standing ovation. They did the exact right thing… Encryption is easy. It is like wearing a seatbelt in your car. For years we didn’t. Then we did and it was smart.”

 

Mark Cuban

 

As is evident by the widely contrasting opinions noted above, people are very divided on the issue. We all want privacy protected – until someone else’s privacy interferes with our safety.

 

With the amount of personal information stored in our digital devices growing daily however, it is essential that we come to an appropriate resolution of this issue.

 

In the end, it’s all about balancing privacy and law.

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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The Panama Papers – What's Tech Got to Do With It?

A few weeks ago we witnessed the biggest leak of data to date.

The Panama Papers, a leak by the International Consortium of Investigative Journalists (ICIJ) of copies of over 11.5 million legal and financial documents, included vast amounts of information dealing with a Panamanian law firm’s ties to transactions associated with offshore tax havens.

 

The Big Names

A number of the participants named as dealing with offshore companies were well known companies, political figures and celebrities including:

  • Russian President Vladimir Putin;
  • Member of FIFA’s Independent Ethics Panel, Juan Pedro Damiani; and
  • World-famous soccer player, Lionel Messi.

 

Source

 

The Problems Exposed

Most readers understand that the Panama Papers exposes problematic tax havens and the users of such havens. However, the Panama Papers also expose a complex set of issues rolled into one big overwhelming story. So, what’s tech got to do with it?

 

Investigation

Source

Aside from being a story of transparency, confidentiality and the major need for law reform, the Panama Papers also brought to light the power of technology and how it can be used not only to someone’s detriment, but can also be used to that same person’s benefit.

Since the data leak was based on files held at renowned law firm, Mossack Fonseca, the potential breach of confidential client documents have many law firms worried. And for good reason, since lawyers have a fiduciary duty to maintain solicitor-client privilege. However, while acknowledging that the lack of data protection for data management/storage software can be a threat, law firms must also realize the opportunity in utilizing this innovation to their benefit.

 

Lightbulb

 

Big Data – How To Keep It Under control

Rather than law firms seeing ‘big data’ (big data = a large or complex amount of information that requires organization or indexing) software tools as a threat to their client’s confidential information, they can consider the opportunity that knowledge management tools provide to an industry managing a tremendous amount of knowledge. One of the main purposes of a lawyer’s job is to determine what information is relevant to an issue and what information is not. A manual process combined with an overwhelming amount of information can make this task more daunting and less efficient.

With the use of knowledge management tools, law firms can experience the following benefits:

  • A more efficient process for lawyers to search through documents;
  • An organized library of precedents and knowledge to continuously add to;
  • A paper friendly and cost effective method of retaining important information; and
  • The ability to properly index information based on relevance in various areas of law or specializations.

The ICIJ mentioned that had it not been for the knowledgement management assistance of software products, such as Nuix and Linkurious, they would not have been able to provide the story.

The complexity of swimming through endless leaked documents to find relevant ones that will make the juicy details of a big headlined story is similar to the experience of drowning in numerous cases, precedents and notes to resolve a client’s dispute or a protect a client’s rights.

 

Help

 

Conclusion

With the wealth of knowledge that lawyers have, contained in precedents and existing contracts, it can become overwhelming to provide services to clients that deal with their precise needs. Law firms are rightly concerned about their privacy after the Panama Papers leak, but it would be a mistake to overlook the usefulness of big data for lawyers trying to synthesize the vast amount of knowledge they have and provide the best legal solutions for their clients.

By sharing their knowledge and using information and data technology tools, lawyers can be sure that they are using their wealth of data in the best way for their clients. Big data doesn’t need to be scary, if used correctly, it can lead to a win-win situation for lawyers and their clients.

 

Peeking

 

Take-Aways

  • The Panama Papers leak presented a number of issues, including tax reform, solicitor-client privilege, and the need for data protection.
  • The Panama Papers leak presented an opportunity for knowledge management software tools, thanks to the ICIJ’s use of Nuix and Linkurious.
  • Knowledge management is an innovative process that can assist lawyers in their organization of vasts amount of information.

 

–  –  –

This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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The New Age Articling Student – Using Legal Technology to Learn and Draft More Efficiently

“How has legal technology affected you?” This is the third perspective in a three part series.

 

A few days into my articling term I received my first contract to draft – a commercial lease agreement. I had only seen this type of agreement a few times before. But I was full of ambition to learn the ins and outs of the agreement, so I began by doing what every lawyer does first and began to look at previous commercial lease precedents that my firm had, and within half hour I had my whole desk covered in different leases, it didn’t look pretty!

 

The stacks of precedents I had to read through!

 

I started looking at the different language between the agreements and the different clauses that existed. I learned pretty quickly that commercial leases can be vastly different from one another, and some of the leases were as long as forty-five pages. The task in front of me was to dig through these agreements and find the most suitable language and clauses that I could use and tailor to meet our clients’ requests. However, finding the differences by manually looking through all the leases and reading hundreds of pages was incredibly time consuming. I worked diligently the next couple days and eventually provided my principal with my draft of the commercial lease; however it was only minutes before his deadline. In my first week of articling I realized very quickly how much work goes into drafting an agreement.

 

As my articling term went on my drafting skills became faster and more efficient. This was due in large part by using legal technology software to help speed up the drafting process. The days of having my desk covered in leases and trembling to avoid a paper cut were almost extinct. I was able to save a significant amount of time with the following tasks:

 

  • Locating precedent documents
  • Extracting clause language
  • Explanation of clauses
  • Variant language for each clause
  • Gaps/differences between agreements

 

If you’re an articling student or a lawyer your eyes probably opened wide after seeing this list. One of the legal tools I used to do this was a beta-testing tool called Clausehound. Clausehound stores thousands of clauses within its database and provides comments on core concepts. As an articling student at the beginning of my legal career I did not understand the meaning and function of each clause, and it was difficult predicting the real impact it would have on an agreement. Clausehound saved me a lot of time, and saved my principal from a lot of (likely annoying) questions about the meaning of clauses. While other websites provide legal tools, Clausehound provided templates as well as case law examples for many clauses, and had dozens of additional variant language options as well.

This was great as I could see the different ways the clause could be drafted, and this gave me more flexibility when I was drafting.

 

There are many cloud based options for firms to store their precedent documents. This reduces time spent searching through cabinets, boxes and folders to find what you need. To be able to find precedents from years ago with a click of a mouse is invaluable in our field. I found that Clausehound added additional value over a typical cloud based portal, because the secure Clausehound portal breaks down each uploaded agreement into clause categories and stores them for the firm’s easy access.

 

The best tool I found online, that doesn’t appear to exist anywhere else is Clausehound’s document comparison tool (currently in beta stage for NDA’s). The tool compares two documents against each other and allows you to quickly see the differences between the agreements. For every agreement I worked on, I could see the client’s agreement compared against another and see all the gaps/clauses it was missing!

The Clausehound drafting interface with clearly laid out sections.

 

Although I have much to learn and have just embarked in my legal career, Clausehound’s tool and other legal drafting tools are allowing me to understand agreements, and draft more efficiently.

 

As an articling student or a young lawyer, you are always trying to impress and get your work done on time, and cutting edge legal software definitely helps!

 

Stay tuned for further updates about cutting edge legal software!

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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