Seeking Advice for Associate Corporate Counsel Interview

Hi all,

I'm interviewing with a startup for an AGC position. The primary matters are review, negotiation and administration of purchasing contracts, non-disclosure agreements, software licensing, hardware distribution, service agreements, etc.

My experience in transactions is pretty minimal. I'm a first year attorney who has mainly been practicing in Bus./IP Litigation. Any and all advice as to how to best prepare for this interview would be greatly appreciated. If anyone has insight on what my day to day would look like and how I can sell myself best given my experience I'd really appreciate it. Thank you!

Posted Sep 30, 2019, 9:43 PM UTC

24
lawschoolupclose2L•

I'm saying this as a 2L that did commercial counsel work last summer but a vast majority of the role is dealing with client redlines to commercials Ks and amending work orders that are already in place. Knowledge of the product and experience finding a middle ground in contentious situations would be great. Also saying corporate truisms like "getting things done" and knowing how to work out of a ticketing system like SalesForce may be helpful.

3
divestingOPEsq.•

Thank you for your comment!

Regarding redlines to commercial Ks: how are these often resolved? For example, if the customer's proposed redlines are not amenable for your company, how do you guys find a middle ground exactly? What experience/research do you lean on here since Westlaw is no longer the go-to resource?

In addition, if there was anything in your interview that you were particularly asked/you particularly sold yourself on I'd love your thoughts. I worked with a Fortune 50 my 2L summer but not really as counsel so I'd love more insight than I currently have.

1
lawschoolupclose2L•

It's hard because I know the hiring process is different than full time, as I saw someone get hired for our NYC office. They had to do a presentation in the second interview on a particular legal issue related to our technology. But in general know the product well, and try to do some research on the industry. There are usually a couple of legal issues that are not contract related but the whole legal team knows about. I got asked about jurisdictional non-compete law, but that was because I had some IP stuff in my resume.

In terms of the actual contracts, I found that there was not a lot of legal research involved. Understanding renewals vs. extensions, enforceability of liquidated damage provisions, and how to write an amendment I guess. Dealing with redlines is really hard, especially as an intern, but other real attorneys agreed. You really need to learn the company's stance on things. Limitation of Liability is a huge provision, and negotiation is largely about being an effective communicator. I would suggest being high energy and express a willingness to learn. Show that you know contracts can be boring but you are willing to do what you need to in order to get deals closed. My manager at least was worried that people would expect more legal research as part of their job, and worried that some people would get bored with the work.

Best of luck! Above all, if you knew you wanted to work in-house tell them why you want to be there and not a firm.

1
divestingOPEsq.•

This is all super helpful! I will be sure to address that last point. Thank you and best of luck with 3L!

1