The Common Paper blog

The In-House Case for Contract Standards

Working in Big Law ten years ago, you would have never convinced me to replace my client’s contract templates with an open standard. Like most other attorneys, I prided myself on drafting bespoke agreements based on a set of firm-issued forms. How could an open standard serve the business needs of my clients better than a contract written just for them?

In 2014, I moved to an in-house role at Uber and met the operational realities of hypergrowth. The pace of Uber’s expansion combined with heavy regulatory scrutiny created a need for high-caliber legal support, delivered quickly. Bespoke contracting simply couldn’t keep up. My experiences as a lawyer at Uber and other scaleups convinced me that every company can and should adopt standards in contracting

Moving faster in open source at Uber

I know this is possible because standardization already exists in legal contracts. Open source software (OSS) has been a massive driver of innovation in the tech industry due, in part, to the speed of development that OSS enables. One of my first projects at Uber was to streamline and reduce risk in how the company used and created open source software. Uber’s open source program did not yet exist, so I needed to make sense of the licensing landscape to become a strategic partner to the dev team as they built Uber’s platform. The best way for me to manage risk while enabling Uber’s developers to move quickly was to make a playbook of pre-approved licenses like Apache and MIT. The standard licensing system is part of what makes OSS so powerful; it gives developers, users, and lawyers an easily understandable framework that helps all parties move faster in building new technology.

My strategies for scale worked. Uber’s open source program continues to thrive today. Despite growing from 1,600 to over 20,000 full-time employees during my 5 years at Uber, and the incorporation of countless open source libraries into the product, the playbook scaled without needing a single full-time attorney dedicated to open source work.

Zero to $2.5 billion at Uber Eats

At Uber, I also worked hard to scale the commercial side of what would become a multi-billion dollar business in Uber Eats. With hundreds of sellers and thousands of customers, implementing a high velocity contracting framework was the only way to scale. I created a simple contract that the sales team could use on a self-serve basis for the majority of deals. I created playbooks to explain the Uber Eats business model and address the most common redline requests so I didn’t have to attend every negotiation myself. To reduce redline cycles, I drafted the Uber Eats contract template to start negotiations in the middle rather than making everything more favorable to Uber.

Uber Eats expanded into over 250 cities globally and grew into a $2.5 billion business in the course of 2 years. Eventually, the deal volume grew to a point where we needed to hire additional attorneys dedicated to Uber Eats deals, but our system allowed the organization to move fast during a period of hypergrowth.

Standards: key to scaling

A major distinction between my scaling efforts for Uber’s open source program and Uber Eats is that in Uber Eats, I improved efficiency for my side, but not for any other side. Each new customer meant someone seeing Uber’s contract for the very first time and orienting themselves to a new form. The Uber Eats legal team had to grow with the business to keep up, limiting legal’s ability to scale efficiently as Uber Eats grew. Additionally, the sales cycles were bogged down by the time it took for each new customer to come up to speed on Uber’s form.  

My time at Uber got me wondering: Wouldn’t it be even faster and more efficient if the commercial side of Uber worked more like the open source side? Utilizing a set of balanced, accepted standards that all parties in the ecosystem understand. Standards that would give attorneys precious time back that they could use to focus on delivering strategic advice. Standards that would give buyers and sellers a middle ground to start on, rather than an anchored position chosen by one side. Standards that would accelerate deal cycles for both the buyer and seller.

I’m convinced that all legal teams want basically the same thing: to spend less time looking at and negotiating contracts, while also mitigating risk for the business. Whether you replace your existing templates or use standards as the preferred alternative to the dance of whose form to use, adopting standards will help legal teams match the pace of business growth. Standards can get us there, which is why I’m working on making this a reality at Common Paper. If you’d like to take part in the future of standardized contracts, check out our standard agreements or get in touch.