Comprehensive Guide to Outside General Counsel for Dresden Businesses
Outside general counsel services provide ongoing legal support to local businesses that need consistent guidance without hiring in-house attorneys. For Dresden companies, an outside general counsel relationship can cover contract review, compliance, employment matters, commercial leases, and strategic planning. This arrangement is tailored to each business’s size and needs and can scale as operations grow. Working with a law firm in the region allows owners and managers to focus on running daily operations while receiving timely, practical legal advice that helps reduce transactional delays and improves decision-making across corporate activities.
Choosing outside general counsel means building a long-term relationship with a law firm that understands your industry, operations, and local regulatory environment. In Dresden and nearby Tennessee communities, that continuity leads to faster responses, better risk mitigation, and documents drafted to reflect business realities. Rather than engaging counsel on a case-by-case basis, companies receive consistent guidance that aligns with their goals, helping to prevent avoidable disputes and ensuring that critical agreements and policies are designed to support sustainable growth and protect assets over time.
Why Ongoing Outside General Counsel Matters for Dresden Businesses
Maintaining a relationship with outside general counsel gives business owners continuous access to legal advice that is practical and business-focused. This service reduces the time spent addressing recurring legal questions and streamlines responses to emerging issues. For Dresden businesses, that means clearer contracts, proactive compliance measures, and guidance on employment and transactional matters that keeps operations moving. With predictable support, owners can better plan budgets, reduce legal surprises, and make informed decisions that strengthen their competitive position while preserving resources for growth and daily operations.
About Jay Johnson Law Firm and Our Approach to Outside Counsel Services
Jay Johnson Law Firm serves Tennessee business clients from Hendersonville and beyond, offering practical legal support for companies needing reliable outside counsel. We focus on clear communication, timely responses, and actionable advice that aligns with management priorities. Our approach emphasizes understanding each client’s industry and risk profile, providing tailored legal guidance for contracts, compliance, employment matters, and governance. Clients appreciate working with a firm that knows local rules and business realities and that works to prevent issues through careful drafting, proactive reviews, and practical solutions to everyday legal challenges.
What Outside General Counsel Services Include
Outside general counsel services typically begin with a review of the client’s current legal needs and priorities, followed by an agreement that defines scope, communication protocols, and billing arrangements. Regular tasks can include drafting and negotiating contracts, reviewing employment policies, advising on regulatory compliance, and assisting with corporate governance. For Dresden businesses, the relationship is built to provide reliable availability and rapid turnaround for routine matters while identifying larger issues that may require strategic planning or additional resources. Regular check-ins and document repositories help keep legal work organized.
The model allows companies to obtain high-quality legal support without the costs associated with a full-time in-house attorney. Services can be delivered on a monthly retainer basis, project-fee structure, or hourly arrangement depending on the client’s needs. Outside counsel also coordinates with other advisors, such as accountants and brokers, to make sure legal strategies align with business objectives. Clear deliverables and a mutual understanding of priorities help set expectations and ensure the relationship provides tangible value to the company over time.
Defining Outside General Counsel for Small and Mid-Sized Businesses
Outside general counsel refers to a law firm or attorney engaged to act as the primary legal advisor for a business, handling a wide range of legal tasks on an ongoing basis. Rather than limiting counsel to specific transactions, this arrangement provides continuity and familiarity with the company’s operations and risk profile. The outside counsel becomes the go-to source for day-to-day legal questions, document drafting, regulatory guidance, and strategic planning. This continuity allows for more efficient handling of recurring matters and a deeper understanding of business needs that informs preventative legal measures.
Core Components of an Outside Counsel Relationship
Key elements include an initial onboarding assessment, a written engagement agreement, defined scopes of work, preferred communication channels, and billing terms. Processes often involve establishing a central document repository, regular status updates, and periodic legal audits that identify gaps and prioritize work. Outside counsel coordinates with business leaders to align legal efforts with operational priorities and prepares standard templates for contracts and policies. Efficient processes reduce delays, improve compliance tracking, and ensure routine matters are handled consistently and quickly.
Key Terms and Glossary for Outside General Counsel
This glossary explains common terms you will encounter when working with outside general counsel. Understanding these concepts helps business owners set expectations, negotiate engagement terms, and evaluate the value of legal services. Definitions cover engagement agreements, retainer arrangements, conflict checks, corporate governance documents, and compliance programs. Familiarity with these terms makes it easier to implement legal processes that protect the business while keeping overhead predictable and manageable.
Retainer Agreement
A retainer agreement outlines the ongoing relationship between the business and the law firm, including services to be provided, response time expectations, billing arrangements, and termination provisions. It sets the legal framework for how the firm will act as outside counsel and often describes a scope of work or a list of services covered by a retainer fee. A clear retainer agreement reduces misunderstandings, provides cost predictability for routine matters, and establishes the communication protocols that will guide the relationship between the client and the firm.
Corporate Governance
Corporate governance refers to the structures and processes used to direct and manage a company, including bylaws, shareholder agreements, board responsibilities, and decision-making procedures. Outside counsel helps draft and maintain governance documents, advise on board matters, and ensure that corporate actions comply with state laws and internal policies. Strong governance practices reduce legal exposure by clarifying authority and responsibilities within the business and by documenting key decisions and approvals in a way that protects owners and stakeholders.
Conflict Check
A conflict check is a process conducted by a law firm to ensure that representing a particular client will not create a legal conflict with existing clients or matters. The check reviews client lists, matters, and stakeholder relationships to identify potential issues before beginning representation. For outside counsel relationships, completing a thorough conflict check upfront helps avoid later ethical problems and ensures the firm can represent the business without restrictions, or disclose any limitations that could affect the engagement.
Compliance Program
A compliance program is a set of policies, procedures, and controls designed to ensure that a business follows applicable laws, regulations, and internal standards. Outside counsel often assists in developing and implementing compliance programs that address employment law, licensing, data privacy, environmental rules, and industry-specific requirements. A practical compliance program includes training for staff, regular reviews, reporting mechanisms, and procedures to investigate and remediate identified issues, helping businesses manage regulatory risk effectively.
Comparing Limited Legal Help and Full Outside General Counsel
Businesses often weigh the choice between limited, transaction-based legal help and a comprehensive outside counsel relationship. Transaction-based services suit occasional needs and offer lower short-term costs, but they may lack continuity and institutional knowledge. Outside counsel delivers ongoing availability and familiarity with the business, which can increase efficiency and reduce repetitive work over time. Selecting the right approach depends on the company’s volume of legal needs, desire for predictable budgeting, and interest in proactive risk management to prevent disputes and streamline operations.
When Transactional or Limited Legal Support Works Well:
For Infrequent or Predictable Legal Needs
A limited approach is appropriate for businesses that have infrequent legal matters and predictable, transactional work such as occasional contract reviews, single asset purchases, or one-off regulatory filings. When volume is low, paying only for the specific work as it arises can be more cost-effective. These arrangements are suitable for owners comfortable managing routine compliance internally and who do not require ongoing legal oversight. In such cases, engaging counsel on a per-project basis provides targeted help without committing to continuous monthly fees.
For Projects with Clear, Defined Scopes
Limited engagements work well when the legal work has a defined scope, timeline, and deliverables, such as preparing a single lease agreement or completing a one-time regulatory submission. These projects are easier to price and manage, with little need for ongoing counsel after the task is finished. Companies that prefer predictable, project-based budgeting and that do not anticipate recurring legal issues often choose this route. It allows access to legal knowledge without the commitment of an ongoing relationship.
Why Many Businesses Benefit from Ongoing Outside Counsel:
When Legal Needs Are Frequent or Complex
Companies with regular contracts, employment matters, regulatory obligations, or frequent transactions often gain value from comprehensive outside counsel. Ongoing support creates institutional knowledge about the business that speeds responses and reduces the time needed for routine legal tasks. This continuity can prevent repeated redrafting, ensure consistency across documents, and allow counsel to spot patterns that might indicate systemic risk. For businesses growing or operating in regulated areas, this long-term approach can be more efficient and cost-effective than repeated project-based engagements.
When Strategic Legal Planning Is Important
A comprehensive relationship supports strategic legal planning such as succession preparation, corporate restructuring, and multi-stage transactions. Outside counsel that is familiar with a company’s goals can advise on timing, structure, and legal risks that affect long-term outcomes. Having a legal partner involved from an early stage helps align legal decisions with business strategy, reducing reactive or rushed choices. This proactive posture can minimize surprises, preserve value, and help leaders make informed, deliberate decisions that strengthen the company’s position over time.
Advantages of Retaining Outside General Counsel Long-Term
Retaining outside general counsel long-term brings stability, quick access to informed legal advice, and consistent document standards that reduce ambiguity in contracts and policies. Companies benefit from continuity that shortens turnaround times and improves quality because counsel is already familiar with prior decisions, templates, and the company’s risk tolerance. This relationship also helps with budget planning by creating predictable legal costs, and it can reduce the risk of disputes by ensuring documents and procedures are aligned with legal best practices and business objectives.
A long-term counsel relationship also supports better coordination among advisors, including accountants and consultants, making it easier to execute multi-disciplinary plans such as expansions, financing, or reorganizations. Because counsel understands the client’s operations and priorities, it can spot legal issues early and recommend practical preventive measures. Over time, this integrated approach builds legal infrastructure that protects the company and lets management focus energy on growth and operations rather than reactive legal firefighting.
Faster Turnaround and Consistency
When counsel works with a company regularly, the firm can deliver faster responses and consistent drafting that reflects the business’s preferences and accepted risk thresholds. Templates and previously negotiated clauses save time and provide consistent protections across agreements. This consistency reduces negotiation cycles and prevents the reinvention of solutions for recurring issues. Faster turnaround on routine matters gives business leaders the ability to act without delay, improving operational agility and maintaining momentum in negotiations and transactions.
Proactive Risk Management and Strategic Support
Ongoing counsel helps identify patterns that may create future risk and recommends steps to mitigate them before they become disputes. By conducting periodic legal health checks and staying informed about changes in applicable law, outside counsel can advise on policy updates, contract revisions, and training that reduce exposure. This proactive stance supports strategic decisions like expansion, hiring, and vendor relationships, enabling the business to pursue opportunities with legal clarity and confidence rather than reacting to problems as they arise.
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Practical Tips for Working with Outside General Counsel
Establish Clear Communication Protocols
Set expectations for how and when to communicate with outside counsel, including preferred channels, typical response times, and escalation paths for urgent matters. Agreeing on regular check-ins and a single point of contact helps reduce delays and ensures work is prioritized effectively. Provide counsel with organized documents and a summary of priorities so that the firm can respond efficiently. Clear protocols streamline workflows, limit misunderstandings, and allow counsel to allocate resources in a way that serves your most important business needs.
Use Standardized Templates and Delegations
Schedule Periodic Legal Audits
Plan for periodic legal reviews to identify gaps in contracts, compliance, and governance. Regular audits help prioritize remediation, update documents to reflect current laws, and align legal structures with business goals. Use these reviews to update your risk register and to train staff on policy changes. Scheduled audits prevent issues from compounding and give management a clearer picture of legal obligations and exposures, enabling better planning and resource allocation for anticipated legal needs.
When to Consider Retaining Outside General Counsel
Consider outside counsel if you need regular legal advice, have growing contractual needs, or face recurring regulatory obligations. Businesses experiencing expansion, hiring waves, new product launches, or more complex vendor relationships benefit from continuous legal oversight. Outside counsel brings institutional continuity that simplifies recurring tasks and provides a reliable point of contact for informed guidance. If internal decision-making would improve with faster legal input, retaining counsel can free leadership to focus on business operations while keeping legal risk managed and documented.
Another reason to retain outside counsel is the desire for predictable legal costs and quicker turnaround on routine matters. If your company frequently revisits similar contract terms or needs regular policy updates, an ongoing relationship reduces duplicated work and negotiation time. Businesses that value proactive risk mitigation and that want legal strategy integrated into business planning will find continuous counsel especially valuable. This arrangement supports better coordination between legal decisions and overall business strategy.
Common Situations Where Outside Counsel Is Helpful
Typical circumstances include frequent contract negotiations, employee performance and policy matters, regulatory compliance needs, and ongoing vendor or lease negotiations. Companies pursuing growth initiatives, mergers or acquisitions, financing, or multi-state operations often require consistent legal attention. Outside counsel can serve as the central legal resource that handles these recurring issues, provides continuity, and ensures consistent application of policies and templates across the business so that decisions are supported by appropriate legal consideration.
Frequent Contracting and Vendor Management
When a business negotiates many agreements or has multiple vendors, outside counsel helps maintain consistent terms, manage risk allocations, and expedite negotiations. Counsel can develop standardized vendor agreements and review exceptions, saving time and preserving favorable terms. Regular attention to contracting reduces the likelihood of unfavorable clauses and ensures that terms reflect the company’s operational needs and protections. This consistency protects the company and supports efficient scaling of supplier relationships.
Hiring Growth and Employment Policies
Rapid hiring or workforce changes create recurring employment law questions around hiring, termination, employee classifications, and policy updates. Outside counsel assists in drafting employee handbooks, reviewing job descriptions, and advising on lawful procedures to minimize disputes and regulatory issues. Having counsel involved in employment matters helps ensure policies are consistently applied and updated as laws change, reducing the risk of litigation and supporting better human resources practices across the organization.
Regulatory or Licensing Obligations
Businesses operating in regulated industries or requiring periodic licenses and permits benefit from continuous legal oversight to track compliance and deadlines. Outside counsel can monitor regulatory changes, assist with filings, and implement compliance programs that reduce the risk of penalties. Timely legal support ensures that licensing conditions are met and that the business adapts to regulatory developments without interruptions to operations, which is especially valuable when rules evolve or when expanding into new markets.
Outside General Counsel Serving Dresden and Surrounding Areas
Jay Johnson Law Firm provides outside counsel services to businesses in Dresden and surrounding Tennessee communities, offering practical legal support tailored to local needs. Our approach emphasizes timely communication, clear guidance, and legal solutions designed to match your operational realities. We help with contract drafting, policy reviews, compliance initiatives, and strategic planning. With a focus on dependable availability and predictable costs, we aim to be a reliable legal partner for companies seeking steady support without the overhead of in-house counsel.
Why Dresden Businesses Choose Our Outside Counsel Services
Clients choose our firm for approachable legal counsel that integrates with their business operations and priorities. We focus on delivering practical advice, timely responsiveness, and clear documentation that business leaders can use to make sound decisions. For companies in Dresden and across Tennessee, our team provides the day-to-day legal support needed to keep operations moving while preserving resources for growth and core activities. We aim to build relationships that streamline legal processes and foster long-term business stability.
Our practice emphasizes transparent billing and predictable service levels to help companies plan budgets and allocate resources effectively. Rather than offering one-size-fits-all solutions, we tailor arrangements to the client’s needs, whether through retainer plans, project pricing, or hourly engagements. We prioritize clear communication and regular updates so clients know the status of legal matters and can make informed choices. This approach reduces uncertainty and ensures routine legal needs are addressed promptly and consistently.
We also coordinate with a client’s other advisors to align legal work with accounting, insurance, and operational planning. This collaborative approach supports comprehensive solutions for multi-faceted business challenges, from contract disputes to expansion planning. By integrating legal advice into broader business strategies, we help owners and managers pursue opportunities with a better understanding of legal implications and with safeguards that protect long-term value.
Contact Jay Johnson Law Firm for Outside General Counsel Support in Dresden
How Our Outside Counsel Process Works
Our process begins with an initial consultation to understand the business, its priorities, and immediate legal needs. We perform an onboarding review of key documents and identify quick wins and priority items. From there, we propose an engagement structure that suits the client’s workload and budget. Communication protocols, invoicing expectations, and a work plan are agreed upon so the client understands how legal tasks will be handled. Regular check-ins and periodic reviews ensure the relationship stays aligned with the business’s evolving needs.
Step One: Onboarding and Initial Assessment
During onboarding, we review existing contracts, governance documents, policies, and any active legal matters to assess risk and priorities. This assessment identifies areas needing immediate attention and recommends a plan for addressing gaps. We discuss preferred communication methods and set expectations for response times and deliverables. Onboarding establishes the foundation for an efficient outside counsel relationship and allows counsel to become familiar with operations, stakeholders, and industry-specific requirements.
Document Review and Risk Prioritization
We examine primary agreements, employee policies, and corporate records to determine areas of legal exposure and to create a prioritized work list. This review helps identify critical clauses that should be standardized, potential compliance issues, and opportunities to reduce future disputes through contract revisions. Document review informs the immediate action plan and sets the stage for drafting or revising templates to ensure consistent protections across the business.
Engagement Terms and Communication Protocols
We outline the scope of services, response-time expectations, preferred communication channels, and billing structure during the initial engagement. Clear terms help prevent misunderstandings and allow both sides to prioritize work. Establishing communication rules, such as a single point of contact and regular status updates, improves efficiency and ensures that urgent issues are handled promptly while routine tasks follow agreed workflows.
Step Two: Implementation and Ongoing Support
After onboarding, we implement prioritized changes, draft necessary documents, and begin providing day-to-day legal support. This phase includes creating templates, updating policies, and addressing immediate legal matters. Regular interactions help counsel stay current on business needs, enabling timely advice on new deals, hires, or regulatory changes. Ongoing support ensures that legal work is integrated with operational planning and that documents evolve with the business.
Template Development and Policy Updates
We develop standardized contract templates and update employee handbooks or compliance manuals so the company has consistent documents for routine use. Templates reduce negotiation time and ensure that essential protections are included. Policy updates reflect current legal requirements and business practices, making it easier for managers and staff to follow consistent procedures that reduce risk and streamlines day-to-day decision-making.
Regular Legal Check-Ins and Training
We schedule periodic check-ins to review ongoing matters, update priorities, and address any new legal questions that arise. Training sessions for managers and staff can clarify policies, teach reporting procedures, and highlight compliance obligations. Regular engagement keeps legal matters from becoming neglected and ensures the business remains agile and informed about relevant legal developments.
Step Three: Review, Optimization, and Strategic Planning
In the third phase, we perform periodic reviews to assess the effectiveness of legal processes, update documents for new risks, and plan for long-term needs. This stage is about optimizing workflows, recommending adjustments to engagement terms based on actual usage, and providing strategic legal input on upcoming initiatives. Regular reviews help ensure the outside counsel relationship continues to provide value as the business grows or changes.
Periodic Legal Health Checks
Periodic health checks examine compliance, contract performance, unresolved disputes, and governance practices to identify where improvements are needed. These reviews produce a prioritized action plan and allow the business to address issues before they escalate. Health checks also serve as an opportunity to update templates and training materials to reflect recent legal developments or operational changes.
Strategic Planning and Scaling Legal Support
As the company evolves, outside counsel assists in planning for scaling operations, expansion into new markets, or preparing for major transactions. This strategic support involves coordinating with other advisors, identifying legal risks associated with growth, and setting a roadmap for necessary legal steps. By aligning legal planning with business strategy, the company can pursue opportunities with a clearer understanding of legal implications and required safeguards.
Outside General Counsel — Frequently Asked Questions
What does outside general counsel do for a small business?
Outside general counsel provides ongoing legal support across a range of business needs, including contract drafting and review, corporate governance assistance, compliance guidance, and strategic legal advice tied to operations. For small businesses, this support offers accessible legal guidance for routine questions and recurring tasks that arise during daily operations. The counsel becomes familiar with the company, which speeds responses and reduces the time needed for repeated explanations and document review. The services are designed to be practical and business-focused, helping owners manage risk and make informed decisions. Outside counsel also provides proactive suggestions for improving processes and documentation to reduce future disputes and operational disruptions, enabling leaders to focus on growth and core activities.
How is an outside counsel relationship structured and billed?
An outside counsel relationship can be structured in several ways, including monthly retainer arrangements, capped monthly fees, project-based pricing, or hourly billing for individual matters. The chosen structure depends on the expected volume of work, the business’s budgeting preferences, and the level of availability desired. Retainer arrangements often include a set number of hours or services each month and provide cost predictability, while project pricing suits defined, one-time tasks. When negotiating billing, businesses should discuss what is included in the arrangement, how urgent matters are handled, and how additional work will be billed. Clear billing terms and written engagement agreements prevent misunderstandings and help align expectations regarding deliverables and costs.
How quickly can outside counsel respond to urgent matters?
Response times depend on the agreed communication protocols and the firm’s current caseload, but outside counsel relationships are typically designed to provide timely responses for urgent matters. During the engagement setup, parties should agree on what constitutes an emergency and the channels for urgent contact. Clear expectations help ensure that pressing issues receive prompt attention and that routine matters follow normal timelines. It is also helpful to establish a single point of contact within the business for urgent matters and to provide counsel with a prioritized list of issues. This arrangement enables the firm to triage requests and allocate resources to resolve urgent problems quickly while maintaining service quality for ongoing tasks.
Can outside counsel handle employment and HR issues?
Yes, outside counsel commonly handles employment and HR matters, including drafting employee handbooks, advising on hiring and termination procedures, reviewing benefit plans, and addressing workplace disputes. Counsel can help ensure employment policies comply with applicable laws and recommend practical processes for investigations and disciplinary actions. Having consistent legal guidance reduces the risk of missteps that can lead to disputes or regulatory penalties. Counsel also assists with employee classifications, wage and hour questions, and reasonable accommodations. Regular review of HR practices and training for managers helps standardize responses to personnel issues and reduces the likelihood of costly disagreements or compliance problems.
What types of contracts does outside counsel typically draft or review?
Outside counsel typically drafts and reviews a wide range of contracts, including vendor and supplier agreements, customer terms, service contracts, non-disclosure agreements, leases, purchase and sale agreements, and partnership or shareholder agreements. Counsel ensures that contracts accurately reflect business intentions, allocate risk appropriately, and include necessary protections such as indemnities and limitation of liability clauses. Consistent templates speed negotiations and maintain uniform protections. For higher-risk or complex agreements, counsel can provide negotiation strategies and identify clauses that require special attention. Tailored review ensures the contract aligns with operational realities and supports enforceability while minimizing exposure to ambiguous or unfavorable terms.
How does outside counsel help with regulatory compliance?
Outside counsel assists with regulatory compliance by identifying applicable laws and regulations, drafting policies, and creating procedures to monitor adherence. Counsel can help develop compliance programs, provide training, and conduct periodic reviews to ensure policies remain current. This proactive work reduces the likelihood of regulatory enforcement actions and supports smoother interactions with regulators when questions arise. When compliance issues are identified, counsel also advises on remediation steps and coordinates disclosures or filings if required. This practical support helps businesses stay aligned with regulatory expectations and manage compliance as part of ongoing operations rather than responding only after problems occur.
Will outside counsel coordinate with our accountant or other advisors?
Yes, outside counsel routinely coordinates with accountants, insurance brokers, and other advisors to ensure legal strategies are aligned with financial, tax, and insurance planning. This collaboration supports comprehensive solutions for transactions, restructuring, and compliance, reducing the risk of conflicting advice or overlooked issues. Counsel serves as a legal point of contact who can translate legal considerations into actionable items for other professional advisors. Proactive coordination facilitates smoother execution of multi-disciplinary plans such as financing, acquisitions, or significant operational changes. It assures the business that legal steps are synchronized with accounting and operational needs, improving overall decision-making and implementation.
How do we decide whether to use a retainer or pay per project?
Choosing between a retainer and per-project billing depends on the expected volume and predictability of legal work. A retainer is often beneficial when work is ongoing or when a business values predictable monthly costs and quick access to counsel. Per-project billing typically makes sense for occasional, clearly defined tasks that can be scoped and priced in advance. Discussing anticipated workload and budget constraints with counsel will reveal which model offers the best balance of cost and availability. Some businesses combine approaches, using a retainer for routine needs and project fees for major transactions. The key is agreeing on clear terms that define what services are covered and how additional work will be handled, which helps avoid surprises and keeps legal spending manageable.
What should we provide during the onboarding process?
During onboarding, provide key company documents such as articles of incorporation, bylaws or operating agreements, major contracts, existing policies and employee handbooks, recent lease agreements, and any active litigation or regulatory notices. Also share a summary of current priorities and known risks so counsel can focus on immediate needs. Providing organized materials speeds the review process and allows counsel to identify quick wins and longer-term priorities. It is also helpful to designate a primary point of contact and provide contact information for other advisors to facilitate coordination. The more context and access counsel has early on, the sooner they can deliver meaningful, prioritized legal support that aligns with the business’s operational objectives.
How can we measure the value of an outside counsel relationship?
Measure the value of an outside counsel relationship by looking at response times, reduction in transaction turnaround, improvement in contract consistency, and the number of issues prevented through proactive advice. Track cost savings from standardized templates and fewer disputes, and evaluate whether legal involvement supports smoother operations and helps management make faster, more confident decisions. Regular reviews and feedback sessions help assess whether the arrangement meets expectations and where adjustments are needed. Qualitative measures also matter, such as increased clarity in governance, fewer compliance surprises, and improved coordination with other advisors. Periodic legal health checks and agreed performance metrics help determine the ongoing return on investment for the relationship.