Legal Retainer Service
We provide ongoing support on the regulatory, advertising and data issues that arise from new services and from day-to-day operations, through to reflecting the outcome in your contracts and internal rules.
When you launch a new service, change the terms on which it is provided, or a question comes up from within the company: we consider which options the regulations allow, and work with you until the outcome is reflected in your contracts and internal practice.
Companies that already have outside counsel may also engage us for particular areas or issues.
There is no charge for confirming the scope of work, contract terms and fees.
Typical Consultations
- Identifying which business regulations, advertising rules and personal-information issues apply to a new service
- Revising both the terms of use and actual practice when changing the conditions on which a service is provided
- Establishing criteria that allow advertising to be reviewed in-house
- Obtaining another view on a particular area while continuing to consult existing outside counsel
- A single legal officer (or one with other duties) who has no one in the company to consult on judgment calls
- Business units proceeding without consulting legal because “it is not clear whether this is a legal matter”
Examples of Work Covered by a Retainer
The work covered by a retainer, and its volume, are set when the contract is concluded, according to what you need. The following are examples.
| Day-to-day consultation | Consultation by telephone, email, online meeting and your company’s chat tool. Staff in business units can consult us directly. |
|---|---|
| Review of contracts and terms | Review of service agreements, master agreements, non-disclosure agreements, terms of use, privacy policies and similar documents, and preparation of proposed revisions. We also prepare standard templates. |
| Review of internal regulations | Legal review of amendments to work rules and other internal regulations |
| Initial assessment of a new business | From an outline of the business, we identify the regulatory issues to be checked and whether further research is needed |
| Preparation of notices | Drafting of notices and written replies to be issued in your company’s name |
| Initial consultation when an incident arises | Organizing the facts, preserving evidence and an initial legal assessment |
| Information | In addition to updates on legislative changes and significant court decisions, we let you know individually about developments likely to affect your business |
How the volume of work is set The volume is set by reference to an indicative number of hours per month. We confirm the nature of the consultations and the expected volume, and set the figure when the contract is concluded. If the volume consistently exceeds expectations, a review can be discussed during the term.
Work quoted separately
- Detailed regulatory research on a new business (including where inquiries to the authorities are involved)
- Representation in litigation, labor tribunal proceedings, provisional remedies and other court proceedings
- Sending notices and negotiating with the other party on your behalf (drafting is within scope, as above)
- Internal investigations, dealings with regulators, M&A and legal due diligence
- Preparing a full set of internal regulations, establishing systems for IPO preparation, and conducting in-house training
Consult Us Through the Chat Tools You Already Use
We also take day-to-day consultations through Slack, LINE WORKS and other chat tools your company uses. The tool, the participants and how documents are shared are settled according to the nature of the consultations and your information-management policy.
Lawyers with Relevant Experience
The lawyers who actually handle your matters are proposed individually, according to the nature and timing of the engagement.
How Fees Are Determined
Retainer fees are proposed together with the scope of work, after we have confirmed the nature of the consultations, the volume of work and the form of involvement. Before contracting, we explain which work is covered by the retainer, which work is charged separately by agreement, and the term of the contract and the conditions for reviewing it. How the cost of any additional work will be confirmed and agreed is also settled in advance.
There is no charge for confirming the scope of work, contract terms and fees. Where a consultation involves substantive legal analysis, we proceed after explaining the work involved and the fee.
What our proposal sets out
- The monthly fee, the work and volume it covers, and the work it does not cover
- How any additional fees are calculated, and the procedure for agreeing them before work starts
- The scope of work we may begin on the basis of a prior agreement where a matter is urgent
- Treatment of expenses; the contract term, renewal and review where the volume of work changes; and the procedure on termination
When additional work becomes necessary
Before starting, we set out the scope of the work and the fee in writing (by email) and proceed once you have confirmed. Where the matter is urgent, we begin within the scope agreed in advance under the retainer, tell you at the outset that we are doing so, and then set out the scope and fee. Where work beyond the agreed scope becomes necessary, we ask you to confirm the scope and fee at that point.
Support When Misconduct Arises, and Who Conducts the Investigation
When misconduct is suspected, we first confirm whether it is appropriate for us to be involved, and then support the initial response: preserving documents, identifying the departments concerned and the reporting lines, and considering how the investigation should be organized. Whether we conduct the internal investigation ourselves depends on any interest we have in the matter and on our previous involvement.
Where an investigation by a third-party committee or another body independent of the company is required, we do not act as the independent investigator while serving as your retained counsel. Instead, within the limits of our involvement, we help prepare documents and manage the internal response so that the investigation can be carried out by other professionals.
How a Consultation Proceeds
- Acknowledgement and deadlinesWe confirm receipt of your inquiry and check by when a decision needs to have been made
- Facts and issuesWe tell you which documents are needed and which additional facts should be confirmed
- Our view, and any further analysisWe explain the view we can give at that point and any matters that need further confirmation or analysis
We distinguish between acknowledging receipt and giving the results of our legal analysis.
Sharing and updating the business context We keep a shared, updated understanding of ongoing matters and the background to your business, so that you do not have to explain the same things repeatedly.
When Another Form of Engagement Is Better
- Where you need someone to do the internal work itself → On-site Support Service
- Where systems must be established by a fixed deadline, such as for an IPO → Legal Support for IPO Preparation and Internal Controls
- Where a dispute or misconduct has already arisen → Consult us first as a crisis-management or incident-response matter, without waiting for a retainer to be concluded
- Where a one-off engagement is enough → We also accept individual instructions
Frequently Asked Questions
We already have outside counsel. Can we still engage you?
Yes. We can be engaged for particular areas (regulatory matters, advertising, personal information, labor, intellectual property and so on) or for particular issues. The division of roles with your existing counsel is settled before contracting.
We want to discuss the regulation of a new service. Do we need a retainer?
No. We take the matter first as an individual consultation. Whether ongoing advice is needed can be considered afterwards.
Will we get answers specific to our business rather than general observations?
At the first consultation we confirm how the business works, who the counterparties are and how the contracts fit together, and how payments and data flow. On that basis we set out which options the regulations allow and what needs to be checked for each. You can judge at that stage whether our analysis reflects your business.
Do you have experience in our industry?
Once we have heard what you need, we tell you frankly whether we have relevant experience. The method of checking the regulatory position is the same in areas we have not handled before. Where industry practice or the relationship with the supervising authority is likely to be decisive, we say so and, where appropriate, introduce other specialists.
The number of consultations varies a great deal from month to month.
The retainer is based on an indicative number of hours per month, so month-to-month variation can be accommodated. If the volume consistently exceeds expectations, please raise a review with us, even during the term.
Could what we discuss reach other departments in our company?
Lawyers are bound by a statutory duty of confidentiality. Who within your company may consult us, and how information is handled, are settled when the contract is concluded.
Contact
Please tell us, as far as you can, your current legal set-up, the matters you would like to discuss and the expected volume of work. There is no charge for confirming the scope of work, contract terms and fees. If, after discussion, a retainer does not appear necessary, we will say so.
Discuss the scope and cost of a retainer