Associates Handling NDAs
I hear about associates at other firms “handling NDAs” and that seniors have relatively little involvement with them. What does that mean? Does that mean the associates are handling the entire mark up and making commercial decisions around sticking points in the NDA? I hear this mainly at UMM firms while ASOs I know at MFs don’t touch NDAs ever.
Is it normal for no external counsel to be involved in the process and for the associates to handle the entire NDA from start to finish, even with input from seniors?
Obviously Ontra and the likes exist. Not talking about them.
Yeah pretty common, we have a template with riders of language we can and can't except. Does not take very long. Also, never seen an NDA actually litigated although sure it does happen, possibly more in the MF space but in MM never seen it. In my experience, NDA's are more of a formality than anything
IMO a (cheap) lawyer should be doing the actual mark up and basic negotiations but associate should be responsible for most of the key points. If it’s something really sticky can run up the chain but for the most part senior people shouldn’t be involved.
" Does that mean the associates are handling the entire mark up and making commercial decisions around sticking points in the NDA?" Yes.
NDAs are necessary as part of the process, but are very difficult to enforce in practice. Hence why Associates are empowered to fulfill this stream with little to no oversight.
As another user mentioned, your firm should have some standards as to what language is generally acceptable or required.
No one cares about them so as long as you don’t do something monumentally stupid it’s entirely meaningless. Hence it’s farmed out
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Happens in MM / LMM (London) - luckily we got a mostly automated outsourced solution which does the basic mark-ups in line with firm policy.
Complete waste of time to be doing them.
ofc, im markuping NDAs as an intern so ofc associates handle that process...
Just for a little bit more color at MF and our associates don't even do NDA markups. Its the associate's job to make sure it gets signed, etc. but we send it over to our in-house counsel and they mark it up and we just do messanger pigeon and only if there is some weird clause would I jump on a call to discuss.
Additionally, we already have broad firm wide NDAs with many of the top banks (e.g., GS, MS) so just use the same exact NDA to execute so its pretty automated at that point
Depends if buying or selling. At my shop, first year Associates / BD team will handle on buyside given volume of new deals. If selling a port-co, it is the responsibility of the banker / ontra, with sticking points pushed up to outside council
How many NDAs a week or month (whatever is easiest to quantify) do you think associates are doing? I'm juggling anywhere from 5 to 10 a week at my shop and it feels a little ridiculous but perhaps I am just being ignorant.
As someone who handles a lot of NDAs for my bank (3 process about 500+ NDAs processed last year), I found that a averaged about ~10 minutes per NDA of review, and an additional 2-5 mins of response. Sure this was sell side, but the tips, I found that helped me handle all these are:
If I think of anything else, I will add it to the post, but best of luck in the redlines.
here is what typically gets negotiated. I haven't done these in a while, so others can chime in (this is for a sellside auction)
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