Once you’ve learned about the basics of generative AI prompts you can start working. Below are ten of the most useful things GenAI can do right now and all in-house lawyers should look to master these as a starting point to becoming a generative AI master. For each task, I have prepared a sample prompt that you can use to get started. You can cut and paste these into your GenAI tool and see the results for yourself. From there you can ask follow-up questions, ask the tool to add additional points or discussion, and even ask it to turn whatever you requested into something different, like a memo, a presentation, an email, etc.
- Draft an email.
Prompt: You work for the legal department of a large multinational company that builds hydro-electric plants. Because the company works with many foreign governments, it is concerned about potential exposure under the Foreign Corrupt Practices Act. Prepare a draft email from the legal department to the CFO of the company. Use simple business language. The email should be labeled as a privileged attorney-client communication. The email should set out a summary of the FCPA and the key requirements for businesses. Make sure it describes who qualifies as a government official and discuss the exposure to the company that can arise due to using third-party sales agents. It should also set out the best practices companies use to comply and what to do if there is a suspected violation. It should end with an offer to prepare a presentation for company executives and a policy.
- Create a checklist.
Prompt: You are the only lawyer in the legal department for a small technology company. You are often faced with reviewing customers’ non-disclosure or confidentiality agreements. Your biggest concerns are ensuring that any confidential information is kept confidential indefinitely and is either returned or destroyed when the agreement terminates. You also want to ensure that only the laws of the United States and applicable states apply and the venue is only in Florida, New York, or Texas. You will not accept arbitration as a dispute mechanism. You want standard exceptions but prompt notice if any legal process seeks to obtain your confidential information. Otherwise, you want a fairly standard and simple agreement without indemnity, warranties, or restrictive covenants. Prepare a checklist that will allow you to review any non-disclosure agreement to ensure it is appropriate to sign.
- Draft a contract clause.
Prompt: You are an in-house lawyer who handles contracts. You are working on a SaaS agreement and see that it does not include a mutual indemnity clause. Draft a standard mutual indemnity clause that covers third-party claims only and gives control of the defense and settlement of claims to the indemnifying party. The clause should include the procedure to submit an indemnified claim. The clause should cover both indemnity and the obligation to defend. It should cover breaches of applicable law, terms of the agreement, warranties, and other standard triggers.
- Set out the pros and cons of [x].
Prompt: You are a contract negotiator for a mid-size automobile parts manufacturer. Below is a section of a supply agreement. Set out the pros and cons (from the view of the company) of entering into such an agreement and list the ways you would respond to questions from the other party as to why you cannot sign the agreement “as is.” Here is the text of the clause in question: [insert or upload text of agreement or entire agreement]
- Prepare a PowerPoint presentation.
Prompt: You are outside counsel for a small superfood company. They have a lot of legal issues but are often careless in terms of discussing legal issues, including in ways that can waive the privilege. They often mislabel non-privileged documents as privileged or fail to label privileged documents at all. Your goal is to teach the management and employees of the company the basics of the attorney-client privilege (i.e., what is the attorney-client privilege and how does it work), how it can be waived, how to best ensure that privileged documents will be treated as privileged, and how to avoid mislabeling non-privileged documents which can give the impression that the company is trying to hide something. The laws of South Carolina apply. Keep the presentation comprehensive but use plain language to explain the concepts. Give examples of privileged communications and of non-privileged communications.
- Explain the [legal topic].
Prompt: You are an in-house lawyer at a small start-up company based in Oregon. Some of the employees are careless about the language they use when communicating with customers or potential customers and may inadvertently create binding contracts via oral agreement, email, or Slack messages. They think formal written contracts are required to bind the company. Research the state of the law in Oregon as to how binding contracts may be formed and set out the results in a memorandum to the business from the legal department.
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- Summarize this document.
Prompt: I am attaching a copy of the terms and conditions of a web-based contract for graphic design services. I want a general summary of the terms. Additionally, my concerns are making sure the company owns the work product we pay for and that we are indemnified from any IP claims related to the work product prepared by the vendor. I also want to be able to terminate at any time without penalty. Review the agreement and summarize its key terms along with my specific concerns. Put the response in table form. Keep the language simple and straightforward. Here are the terms and conditions: [insert or upload text of contract].
- Edit my writing.
Prompt: I am attaching a legal memorandum I am writing to the board of directors. The memorandum deals with diversity initiatives. Review my writing and fix any misspellings or grammatical errors. The members of the board are sophisticated business people but they are not overly familiar with legal concepts. Make the concepts easy to understand but at an appropriately sophisticated level. Keep the memorandum to no more than five pages. Here is the memorandum: [insert or upload memorandum].
- Prepare a term sheet.
Prompt: You are in-house counsel for a mid-size business that is seeking to buy another company. The target company sells analytics software. The company has 2000 customers, owns five patents, and generates $25 million in annual recurring revenue. You will have a 60-day exclusive period to negotiate the deal which has a purchase price of $50 million. Draft a term sheet for an asset purchase of the target company. Delaware law applies. The term sheet should be non-binding other than for the confidentiality and exclusivity obligations. The deal is subject to due diligence. The $50 million will be paid as follows: $25 million in cash, $15 million in stock of your company, and $10 million in an earnout over two years with the conditions of the earnout to be negotiated before any definitive documents are put together. The two founders of the target company must agree to become employees of your company and help operate the acquired assets for at least two years. Include other standard terms for an asset purchase.
- Translate this document.
Prompt: You are the sales manager of an internet travel company. You want to do business in Quebec, Canada. The law in Canada requires that all consumer-facing internet contracts be in English and French. Translate the attached contract terms into Canadian French. Here are the terms: [insert or upload agreement to be translated].
The list of what you can do with GenAI in a legal department is much longer than the ten things I have listed above. The key is to spend time as a team identifying the most common tasks the business asks of your legal department and determine if there are prompts you can create to get a good first draft so that you can then spend time honing (vs. plodding through the first draft). This is important; do not rely solely on what your GenAI tool spits out. You must review and refine it.
Regardless, the list above is just a fraction of the incredible time savings GenAI presents to in-house lawyers. As you get more comfortable with it, you will find more complex (and more valuable) uses. But be sure to start with the basics and before you move on to the complex.
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If you are a subscriber of Westlaw or Practical Law, AI tools are built-in, and you can get the advantage of curated data and cutting-edge AI technology to help you and the legal department save time and money. It all starts with identifying and mastering a handful of critical skills.
*Sterling Miller is currently CEO and Senior Counsel at Hilgers Graben PLLC. He is a three-time General Counsel who spent almost 25 years in-house. He is the author of five books (with number six due out in 2024) and writes the award-winning legal blog, Ten Things You Need to Know as In-House Counsel. Sterling is a regular contributor to Thomson Reuters as well as a sought-after speaker. He regularly consults with legal departments and coaches in-house lawyers. Sterling received his J.D., with honors, from Washington University in St. Louis.
