Summer associates learn the ins and outs of drafting contracts, upping their skills during a challenging summer.
How does a law firm deliver a great summer associate program when most people are working remotely and in-person training, happy hours, and baseball games are off the table? The team at Morrison & Foerster LLP didn’t let the disruption stop them. Instead, they used the disruption of the Covid-19 pandemic to find a different way to show summer associates what the firm has to offer.
Like other firms, MoFo made offers to all 2020 summer associates at the beginning – rather than the end – of the summer.
“This made it clear from the start that we were trying to woo them more than evaluate them,” said Rick Jenney, a finance partner responsible for coordinating Corporate and Finance Department attorney training at MoFo. "One way to do that is to teach them something, to show them that we really value them and want to invest in them. We wanted to be sure not only that they had a good overall experience, even working remotely, but that they also feel like they’re moving forward in their careers.”
Spoiler alert, the summer program hit the mark. One standout feature was Jenney’s Contract Drafting Exercise. "It really sticks out to me as one of my favorite Summer Associate Program activities,” says Maggie Bradley, a 2020 summer associate at MoFo and student at the University of Virginia School of Law. “Law school generally is skewed toward teaching litigation skills, so I felt like this training program actually filled a sizable gap in my legal education.”
Jenney worked with the attorney development team to create a drafting exercise for summer associates interested in the firm's Corporate and Finance practices. “We really hadn’t offered specific drafting training for summers before,” he said. “We've had other ways to develop summer associates and help them understand the working environment, including law school style writing assignments.”
For this exercise, the goal was to simulate the experience of drafting a contract, the way it really works at a law firm: start from a past work product, substitute and insert the proper new terms and conditions, and check it systematically for all types of small flaws and bigger issues.
The first problem was finding the right contract to use. “I was wrestling with how to teach an entry-level lawyer how to work through a 100-page contract, like a purchase and sale agreement or loan agreement, that's at the heart of every deal.” Jenney said. “Then it hit me – just use a shorter one! And that's more realistic anyway, because junior attorneys usually work on short ancillary contracts rather than the complex primary contract for a deal."
"So I created a fairly straightforward chemical purchase agreement," he explained, "starting with a document I had drafted for an actual project finance transaction, then stripping away all the unimportant, non-standard, or confusing elements, and polishing it until it was a near-perfect 14-page ideal final version.”
From there he worked backwards to create a very flawed starting point, sprinkling in misspellings, poorly worded sentences, problems with defined terms, bad cross-references, and other little problems – as well as some big ones. "That was definitely the fun part," he said, noting that he inserted almost 100 specific errors, distributed more or less evenly throughout the document and over eight to ten distinct types.
The idea of course was to teach participants how to spot and fix those errors.
The program was mostly synchronous and completely online via Zoom. The task was for each summer associate to take the starting point document and create three successively better drafts, looking for different problems at each stage. The program took place in six 90-minute sessions over three consecutive days, and included the following components:
- Basic drafting training: Jenney walked through how to spot common issues in contract drafting, being careful to explain each of the specific types of flaws that he had just inserted in the starting point document.
- A starting point document and a terms list: The starting point was that chemical purchase agreement exemplar that Jenney had created, full of all the errors and issues discussed on the training call. The terms list was a simple e-mail of the terms for the new contract, to be plugged into the starting point to create a new draft contract.
- Working groups: Each summer associate worked mostly alone, and then together in groups of three or four via a Zoom breakout room, for support and to compare notes.
- Partner input: senior associates played the role of supervising “partner” for each small group, answering questions and giving feedback as the summer associates did each successive draft.
- A “teacher’s version” of the contract: This was the ideal final version of the contract, redlined against the flawed starting point, to highlight all the possible errors that could have been spotted.
Each small group went through the teacher's version together, so that the partner could explain the errors and changes that needed to be made, and answer questions. As part of this discussion, each summer associate could review his or her own final product, but the partners did not review them.
That was one component notably absent from this exercise: a grade or score. “Deciding not to grade the work was a real breakthrough,” Jenney said. “It freed all of us to focus on the learning process without anyone worrying about rankings or assessments. We wanted to create an effective learning environment and really demonstrate our learning culture.”
Focused and Efficient Learning Environment
One of the big surprises was how well this program worked over Zoom. “It was actually better than if we’d been in person,” Jenney said. That’s because everyone was focused on a screen and could follow along as the leader – first Jenney, then the partner in each small group -- reviewed the document. “It’s great to be able to show your Word screen as you work through draft rather than describing it in PowerPoint somehow.”
Jenney also reports that it was easier to engage with people over Zoom because he could see their faces and names so easily. There was more immediacy to the sense of connection. “Somehow it became more comfortable, rather than less.”
The breakout room feature in Zoom was especially helpful. After each meeting of the whole group, small groups went back to their electronic breakout rooms with a one-button click, and then were called back with another click. Cutting the transition time helped set a better pace and kept the energy up throughout the session. A survey later revealed that everyone’s favorite part (by far) was the breakouts – especially because they were grouped by office, with an associate "partner" from that office, so they all got know the people they will work with when they join the firm.
Less Hierarchy, More Learning
Beyond the format and framework of the class, Jenney wanted to create an environment that fostered supportive relationships in the firm. To a certain extent, the remote environment helped in that goal as well.
He noticed that there was more participation in class. “I would carry this format through even after the pandemic, because it really seemed like people felt on even footing – and no one was hiding in a corner,” Jenney said. Chat features in Zoom also made it easier for people to participate without feeling awkward.
He also found that people experienced less stress working with the material. “Every junior lawyer’s biggest fear is making a mistake on something that goes to a partner or client,” Jenney said. “Of course, that usually doesn't happen in a big law firm because of all the double checking we do. Nevertheless, an exercise like this was great practice, and without any of the stress or intimidation of a live assignment. They did the work on their own, then we gave them the answer key.”
The feedback from the program was very positive, from both the summer associates and the senior associates acting as partners. In fact, in exit interviews, several summer associates said the drafting exercise was their favorite part of their experience at MoFo.
Bradley agrees: “I left the program feeling more comfortable working with contracts and more confident in my interest in being a corporate associate. I believe every firm and Summer Associate Program would benefit from offering a similar training exercise."
Because this was a completely new program, we were interested in whether it was useful, not too intimidating, and otherwise well-received,” Jenney said. In terms of difficulty, it seemed about right: most summer associates got most of the edits mostly right. Different people caught different mistakes, but collectively they caught just about everything. He says that this suggests that next time he should encourage them to talk more to each other, to really appreciate the benefits of collaboration.
“It’s only a shame that we didn’t think of this 20 years ago,” Jenney said. “I can’t wait to do it again.” He’ll get his chance soon: MoFo’s new associates start in February and will likely still be working remotely. The firm has already decided to conduct its onboarding training online rather than in person in San Francisco -- and Jenney is planning to run a similar drafting exercise in that program.
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