Best Practices

Best Practices in Preparing and

Responding to Requests for
Proposals (RFPs)
Issuing an RFP, evaluating the responses and selecting a law firm can
be a lot of work for a legal department. Responding to the RFP can also
be a lot of work, with many responses taking between 40-50 hours
of staff and lawyer time. Yet it seems that neither party—the issuing
company nor the responding law firm—is completely satisfied with
its side of the process. Given all the work that goes into preparing and
responding to RFPs, it is important to establish best practices for both
sides. In response to this growing concern, Lex Mundi member firms,
their clients and in-house counsel members of the Lex Mundi Client
Advisory Council put their minds together to find ways to facilitate the
process and to improve the chances for a successful response. These
resulting best practices highlight important considerations and steps to
take for both companies issuing RFPs and firms responding to them.

Introduction
Over the past few years, the use of RFPs for selecting Yet it seems that neither party—the issuing company
legal counsel has been on the rise. Once limited to nor the responding law firm—is completely satisfied
health care concerns, governmental entities and a few with its side of the process.
other substantive specialty areas, many companies are The purpose of this Working Together publication
now finding the RFP process to be an effective method is to provide information on requests for proposals
of identifying and selecting law firms. And the trend and to identify best practices that will improve the
apparently will continue. Both in-house lawyers and RFP process, both for the issuing entities and for the
representatives of law firms predict increased use of recipient law firms. If the process is fair and objective,
RFPs over the next three years. and conducted for the right reasons, it can enhance
Issuing an RFP, evaluating the responses and selecting the provision of quality, cost-effective legal services
law firms can be a lot of work for a legal department. as well as the relationship between the client and
Responding to the RFP can be a lot of work for those the law firm. The information and recommendations
in a law firm. Many legal marketers estimate that below have been provided by corporate counsel and
40-50 hours of staff and lawyer time can be invested outside counsel in an effort to create better working
in a proposal. relationships.

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Overview of the Use of RFPs The number of law firms that companies contact with
the RFP varies dramatically depending on the nature
in the Legal Profession of the work and the geographic coverage required.
There are many reasons why an entity may issue an Discussions with in-house counsel reveal recent RFPs
RFP for legal services. These include: sent to between 3 and 30 law firms.
• A legal need (a complex issue, a new jurisdiction, When evaluating the proposals that are submitted,
specialized substantive expertise) companies use many factors to select counsel. Those
that are most important include:
• The company need for more due diligence in
selecting law firms • Expertise: Representative cases or transactions
• Routine due diligence or organizational mandate • Proposed staffing
• Change in general counsel or in-house staffing • Proposed fees/cost
(e.g., increased outsourcing or downsizing of the • Alternative/creative fee arrangements
legal department)
Other factors that may be considered include:
• Changes in the company (e.g., merger)
• Firm location
• Increased workload and limited in-house resources
• Absence of conflicts
• A desire for cost control, more accurate budgeting
• Diversity
or greater efficiencies, particularly with routine work
• Technological capabilities
• To establish a network of preferred providers or
diversify the ranks of outside law firms • Value-added activities
• To improve the quality of work performed by or the The written proposal document is important, too.
responsiveness of legal counsel Companies report that they evaluate proposals on:
• To document the selection process on important • Creativity shown in written submission
matters (i.e., differentiation)
• To coordinate the selection and use of outside • Adherence to the RFP guidelines
counsel within the legal department • An easy to follow, concise submission
The majority of RFPs seek to identify specific legal/ • Timeliness (meeting the deadline)
substantive expertise in a defined geographic area. Most companies and law firms agree that interviews
RFPs tend to be issued by the legal department, but are important. While the proposal may be used to
there have been some recent and notable RFPs issued whittle down the number of law firms to a “short
through a company’s procurement department. list,” interviews are key to evaluating the presence
A substantial number of entities issue an RFP but do and presentation of the lawyers, and that all-
not hire a law firm from the process. What would be important “chemistry.”
the reasons for this? They include:
• Routine due diligence on quality and cost of legal Best Practices for Entities
services Issuing an RFP
• Board request/Organizational mandate (e.g., for A. Developing the RFP Document and List
projects exceeding a certain dollar amount) of Recipients
• To restructure the relationship with existing law Provide a clear and comprehensive RFP document.
firm(s) In particular, be certain that the questions are not
• To receive ideas on how to handle a matter vague and recipients understand what information
Companies most frequently identify the law firms to the company is seeking. For example, if asking about
receive the RFP through: diversity, indicate the parameters (e.g., women,
openly-gay lawyers).
• Past relationships
Tailor the RFP to the company’s needs. Be specific
• Discussions within the legal department
about the nature and scope of the legal work for
• Referrals from others in the business or the industry which the company has needs, instead of asking firms
• To a lesser degree, directories like Martindale- to bid on generic work. If possible, ask about a specific
Hubbell or advice from consultants type of work or geographic scope.

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Include the company’s goals and objectives for the RFP. B. Exchanging Information with the Law Firms
For many companies, the purpose of using an RFP is
Provide recipient law firms with background
to create a selection process that is fair and objective.
information that will help them prepare a tailored and
However, whether the goal is better decision making,
informed proposal. Both companies and law firms
price reductions or diversity, it is in everyone’s best
agree that this greatly enhances the quality of the
interest to be clear about the rules of the game.
proposals developed. This could range from historical
Make it clear what the law firms will get in return. data on the areas covered in the proposal (e.g., fees
For example, if the company can guarantee a certain or volume of cases), to the role of in-house counsel to
amount of work, it may result in much better prices. expectations for the future (e.g., workload anticipated).
Use the RFP to get a sense of how the law firms For example, one company listed the company’s core
approach their work. Ask for more than “vital values and asked each law firm to indicate how it
statistics.” Inquire, for example, how a law firm could support them.
approaches a deal. Be honest about the odds. If the company is issuing the
Do not issue an RFP to get free advice or take a law RFP for a reason that might affect a firm’s chances of
firm’s work product without paying for it. For example, actually receiving business, or if the company is unlikely
a company should not request a strategy for litigation to hire a law firm (or a new law firm) from the process,
and then implement it without compensating the firm. tell the recipient law firms. For example, the company’s
board may require annual review of relationships. This
Be open-minded when seeking law firms to participate
will allow the firms to make better decisions about the
in the RFP. There may be hidden gems of law firms
resources invested in the response. Avoid issuing an
that can be uncovered through proper due diligence
RFP to other law firms if the process is simply a method
(e.g., discussions with others).
to negotiate the relationship with the incumbent firm
Make the number of recipient firms proportional to (e.g., a new pricing structure).
the number of firms to be hired. For example, if the
Contact the law firms directly before sending the
company only intends to hire one firm, it may not be
RFP. This helps them prepare and also provides an
productive for either side if 30 firms are asked
opportunity to discuss the company’s goals. If the
to participate.
company has a good relationship with the firm, this
Do not ask firms to guarantee that the rates are its also provides an opportunity to talk about the process,
lowest rates offered. This presents a difficult situation e.g., “Sorry about the form, but we’re required …”
with respect to other important firm clients.
Allow the recipient law firms to contact the company
Be selective about the information requested. Identify for more information or clarification of the RFP
clearly the criteria on which the company will judge document. Law firm representatives believe this is one
the law firms and focus questions and information of the keys to preparing a thoughtful and responsive
gathering in those areas. For example, if the company proposal. In some cases, they may want additional
hires lawyers, not law firms, what is the purpose details related to the matter; in other cases, it may be
of firm metrics? This focus will help the company to clarify one of the questions asked on the RFP. Law
avoid asking for statistics that are difficult to produce firm representatives indicate the best RFP processes are
or, in the end, irrelevant. Some law firms pass up those in which they are allowed to have a conversation
proposal opportunities because the data required is with company representatives. If the company does
overwhelming. If the company is asking for some not allow direct contact, tell the law firms why. Then,
extensive or unusual information, explain why. at a minimum, provide a forum where law firms can
Consider conflicts issues. For example, if the pose and get their questions answered (e.g., Web site,
company asks law firms to provide suggestions for teleconference, etc.).
strategy in a particular matter, will this conflict the Outline the process. Let the recipient law firms know
unsuccessful firms with potential clients? In addition, how many firms have received the RFP and how many
if the company would consider it a conflict if a law firms the company anticipates selecting. This will help
firm worked with certain companies, identify those the firms determine their odds of success and make
companies in the RFP instead of asking the firm to a better business decision about whether or not to
identify potential conflicts. For ethical reasons, law respond. Even better, tell the law firms which other
firms often can not respond. firms have received the RFP so they can differentiate
Ask for a non-disclosure agreement. themselves and make it easier for the company to
judge their relative strengths and weaknesses.

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Respect the confidentiality of the law firms’ judge the potential relationship. For example, ask firms
information. Return the proposal if the firm was to explain their staffing levels.
not chosen. Conduct reference checks of the law firms the
C. Managing the RFP Process company is considering.

Keep the RFP process within the legal department. E. Notifying the Participants
Procurement departments may not have the same Contact all the law firms that responded. As one
understanding of the importance of the relationship might expect, a firm that invests the necessary time
between inside and outside counsel, and the to prepare a thoughtful and tailored proposal is
in-house legal department will always mandate and anxious to learn how it was received. However, many
oversee the legal work to be done. In fact, some firms report not hearing from the company, or only
legal departments regularly issue RFPs to satisfy the after inquiring.
procurement department.
Be open to discussing the company’s decision. If
Consider a multi-round, or staged, process. The first an unsuccessful law firm contacts the company to
round could request very limited information from a learn why it was not selected, provide some candid
larger number of firms in order to identify the best fits feedback. Contacting the company demonstrates the
for the particular need. The second round could request firm’s sincere interest in the company. This may help
a more in-depth response from a short list of firms. The the firm improve its proposals in the future.
third round would be an interview with the finalist firms.
Avoid on-line RFPs. They limit the information firms can Best Practices for Law Firms
provide (i.e., by limiting the characters allowed in a field)
and make it difficult for firms to distinguish themselves. Responding to an RFP
Give law firms enough time to put together an effective A. Implementing an Effective Response Process
and customized response. Law firm representatives Organize RFP protocols within the firm to ensure
suggest that anything less than three weeks is taxing timely and effective response. For example, if the firm
and difficult, yet a number of companies give firms less has a marketing department then any RFP should be
than two weeks (and as little as five days) to respond. routed to the marketing department within 24 hours.
Stay on schedule. Many law firms have reported waiting Many firms give primary responsibility for developing
six months or more for decisions to be made. This is the proposal to the practice group. Wherever the
particularly trying when they have invested substantial responsibility resides, the proposal process should have
time and energy in a response or, worse yet, were given top management support.
a very short timetable to respond. Thirty to sixty days is Recognize the importance of a good proposal response
an appropriate turnaround time for a decision. process to acquiring new business. The proposal
process should have top management support.
D. Making the Final Decision
When determining whether to respond, consider
Develop a good decision-making process. This could
potential conflicts. First, run a conflict check
range from having the right team involved to outlining
immediately; that may answer the question of
a reasonable schedule. For example, the company
whether the firm can participate at all. Even if no pure
might put together an executive committee to
conflict exists, consider other issues. For example, if
establish criteria, review the proposals and shepherd
the firm provides the company with a strategy for
the decision-making process.
a litigation matter, will it be conflicted out of other
Interview the finalist law firms. Companies truly representations if it loses the bid? Or will working for
seeking strategic partners will not select firms based the entity be perceived negatively by another good
solely on written responses. The lack of interaction client in the same industry?
between law firm and company representatives may
Be selective. Preparing an effective response to an RFP
be one reason that so many law firms dislike the
can take scores of hours. Discussions with law firm
on-line RFP process.
marketing professionals reveal they respond to roughly
Meet the team. Ask the finalist law firms to bring the two-thirds of the opportunities they receive. There are
key people who will be working on the company’s many possible reasons not to respond:
matters, including senior associates.
• The client or work does not fit the firm’s strategic
Move from a quantitative to a qualitative approach. vision or desired image
Use meetings to explore the firms’ approaches and to

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• The firm lacks expertise in the area of the work Be helpful. If it is a new legal area or issue for the
• The firm has a business or ethical conflict company, for example, the issuers of the RFP may not
know what questions to ask. Give as much information
• The work may stretch the resources of the firm as possible on process, likely outcomes, etc.
• The firm perceives that it is not a true or Answer the questions completely. They are usually
attainable opportunity being asked for a reason. For example, for companies
• The response time for submitting the proposal in some regulated industries, certain information is
is unrealistic mandatory. Make it easy for the recipient to find the
In some instances, however, it may be worthwhile responses by organizing the proposal around the
responding to a proposal even if the firm feels its format of the RFP.
chances are slim; it can be an opportunity to introduce Analyze the situation and, if appropriate, outline a
the law firm to the company and show that the firm is strategic approach. The client wants to know how the
interested. firm will approach the matter, and what outcomes may
Put together a good team of lawyers and marketing be anticipated. For example, if it’s a specific litigation
professionals, and put one lawyer in charge of matter, how would the firm approach it—settle, fight,
coordinating the effort. The team should start by get out of it? Present facts, ideas and alternatives.
outlining the timetable and scope of the proposal to Provide details on pricing. Obviously, the cost of legal
ensure everyone is on the same page. It then becomes services is a big question mark for the company, so
easier to develop the message and write the document. firms should provide detailed information on rates,
If allowed, contact the company representative for assumptions for time requirements, and estimates of
additional insights or information. This should be done fees where possible. At the same time, it is important
after reviewing the document closely and conducting to be realistic; companies do not appreciate firms
proper due diligence, thereby avoiding questions that “lowball” in order to get the work and then try
that can be answered through research or public to adjust the fees upwards. If the proposal addresses
information. Ideally, meet with the prospective client alternative pricing arrangements, be specific; do not
to discuss the company’s goals and expectations. just indicate the firm is open to discussing them.
Follow the rules. For example, if the issuing party Provide specifics on proposed staffing. This includes
forbids contact with others in the company, do not being very clear on who the responsible partner will
go around that person. If the RFP asks that the firm be, as well as identifying the other key members
only respond in certain areas, limit the proposal to the of the team, their area(s) of expertise, and their
areas highlighted. anticipated role(s) in the relationship.
Submit the proposal by the due date. Even better, When it comes to capabilities, show, don’t just tell.
send it early; this may result in someone spending Firms should illustrate their expertise by providing
more time reading it. lists of representative cases or transactions, outlining
industry experience, and providing client references.
Honor the confidentiality of information provided.
Articles or other supporting materials should be
If possible, insert the firm in the process. If a client relevant to the areas being sought. The more details
considering issuing an RFP, or does so regularly, and examples the firm can provide the better. And
volunteer to help write the document. never overstate qualifications.
B. Developing Responsive Content Focus on the firm’s strengths, not the weaknesses of
its competitors.
Customize the proposal. Companies are not looking
for firm history or boilerplate descriptions of practices; Be enthusiastic. Do not be afraid to look like the
they are interested in learning how the firm can help firm is hungry for the business. And remember: The
in their specific situation. purpose of most proposals is to make the “short list”
for work or for an interview. Be sure the submission is
Conduct due diligence. Visit the company’s Web
interesting and responsive.
site and review other publicly available information,
such as financial data. Put together briefing books C. Formatting a User-friendly Document
and run the prospect through the firm’s database.
Prepare an error-free, typo-free document.
Then demonstrate this knowledge in the proposal by
providing as much insight as possible into the issue, Package the proposal in an attractive and logical
the company or the industry. presentation. Make it easy for the client to find
information (e.g., tabs, table of contents).

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Outline the proposal in a strong Executive Summary. questions from the client. Ordinarily your colleagues
This introductory section should persuade the can be effective in the role of critiquers. You might
company why the firm should be awarded the work. also consider bringing in a professional coach to
Be creative. For example, a pitch to an entertainment review the entire presentation and provide feedback
company could be provided on a DVD. on it, especially if obtaining the work is particularly
important for your firm.
D. Conducting an Effective Meeting with the Client It may be appropriate to employ audiovisual aids,
Always request an opportunity for a face-to-face including PowerPoint slides, during the presentation to
meeting with the client to discuss the proposal. Such a get across a message that is difficult to communicate
meeting allows the client to ask questions and assess by verbal means alone. Care should be taken in their
fit and style. Law firms should use the meeting to add use, however, because client representatives have
to and clarify (rather than reiterate) the information already seen your written proposal and you do not
contained in the proposal and to develop a rapport need to duplicate it at the meeting. Perhaps more
with the client that can be a crucial factor in the importantly, a central purpose of the meeting is to
decision to award the work. permit you to convey a sense of your personality, and
you should not let props divert you from doing this
In preparing for and conducting the meeting the law
effectively. Do not resort to a formal presentation at
firm must maintain focus on demonstrating that it can
the expense of engaging client representatives by
meet the needs and concerns of the client. Refrain
asking and inviting questions.
from planning to spend valuable time explaining
the overall depth and range of your firm’s practice E. Learning from the Process
capabilities. Instead, if the client has a specific problem,
See the proposal process as the beginning, not the
ensure that you communicate an appropriate solution.
end, of the firm’s relationship development with the
Anticipate the questions the client is likely to ask-about
prospect. Through the firm’s response, it will have
its business and industry, how the file will be managed
begun a dialogue with representatives of the entity,
and staffed, whether proposed fee arrangements
which hopefully can be continued.
can be modified (and how), your responsiveness, and
so on- and prepare your representatives to deal with If not selected, seek feedback from the company. Do
them effectively. Also, prepare a series of your own not get defensive or challenge the client’s decision; try to
questions that demonstrate your interest in the client’s learn what the firm could have done better or differently
needs, such as asking what factors the client considers so it can improve the odds with the next opportunity. It
important in selecting legal counsel. may be best to have an uninvolved or objective person
from the law firm contact the company.
Inquire how long the meeting will last and how much
time you will have to make a presentation, so you If the firm has a good relationship with the company,
can determine how many firm lawyers to bring along, make suggestions for improving the RFP process in
what their roles at the meeting should be, and how the future.
to cover all the key points you want to make. Staffing Conduct a debriefing session within the firm to appraise
is very important to clients, and their representatives the firm’s response to the particular opportunity and
will be interested in meeting the lawyers, including improve future proposals. Everyone needs to put
senior associates, you have chosen to work on the egos aside and share information to improve future
file. If possible, give each lawyer an opportunity to say responses. It can be helpful to ask someone who was
something about how he or she will contribute to the not involved in responding to the proposal to conduct
client’s success. the feedback session and comment objectively.
Find out as much as you can about the people who Capture the lessons learned in a form that facilitates
will represent the client at the meeting. What are their effective future use. It is not enough to simply keep
positions and responsibilities in the company, and their copies of the RFP and your written proposal and
corresponding interests? Who are the effective decision- PowerPoint slides used at the meeting. Include
makers? What communication styles are likely to be intelligence that will help your lawyers enhance their
effective in getting your points across? For example, do responses to RFPs. If the firm was awarded the work,
particular individuals prefer “big picture” expositions on what basis did it win? If it was not, why not? After
while others are more interested in logical analysis completing the analysis, place all the information
supported by evidence or by impact on people? on a searchable database in the firm’s marketing or
Once the planning is complete, rehearse the knowledge management system so it can be accessed
presentation, including answers to anticipated to inform future responses for this and other clients.

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Lex Mundi thanks its many member firm lawyers, marketing professionals, Client Advisory Council members
and other in-house counsel, who working with Sally Schmidt, President of Schmidt Marketing, contributed to
the development of these best practices:

Sally Schmidt John McWilliams Q.C. George G. Lynn

Schmidt Marketing Nexen, Inc. Maynard, Cooper & Gale, P.C,
Roderick Palmore Alabama
Franz-Josef Acher Sara Lee Corporation Joseph Melnick
Butzel Long, Michigan
Giliead Sciences Europe Ltd. T. Andrew Smith
Brookdale Sr. Living, Inc. Pantelis Michalopoulos
Eduardo Arbizu Steptoe & Johnson LLP,
Banco Bilbao Vizcaya Dr. Martin Wagener Washington DC
Audi
Paula Boggs Laurie J. Michelson
Starbucks Coffee Butzel Long, Michigan
Luis Acuña Alonso
Guy M. Blynn William Mitchelson
Uría Menéndez, Spain
R.J. Reynolds Global Products, Inc. Alston & Bird LLP, Georgia
Catherine Austin
John Buchanan Michael Molitoris
Baker Botts LLP, Texas
Regions Financial Corp. Nörr Stiefenhofer Lutz, Germany
Brendon Carr
Mark Chandler Jennifer Phillips
Hwang Mok Park, P.C., Korea Bass, Berry & Sims PLC, Tennessee
Cisco Systems, Inc.
Charles C. Coward Christian Pleister
Alexandre Silva D’Ambroisio Uría Menéndez, Spain Nörr Stiefenhofer Lutz, Germany
Votorantim Investimentos
Barbara J. Dawson Steven L. Pottle
Industriais S/A Snell & Wilmer L.L.P., Arizona Alston & Bird LLP, Georgia
R. Stanton Dodge Oscar De La Vega
EchoStar Communications Richard E. Rassel
Basham, Ringe y Correa, SC, Butzel Long, Michigan
Jan Eijsbouts Mexico
Todd J. Rolapp
Akzo Nobel nv David F. DuMouchel Bass, Berry & Sims PLC, Tennessee
Jackson Farrow Jr. Butzel Long, Michigan
Alan H. Silberman
Stephens Capital Partners LLC Daniel P. E. Fournier Sonnenschein Nath & Rosenthal
Hans Peter Frick Blake, Cassels & Graydon LLP, LLP, Illinois
Canada
Nestle SA Silvia Sparfeld
Michael M. Froy Nörr Stiefenhofer Lutz, Germany
Paul Guthrie
Sonnenschein Nath & Rosenthal
Canadian Pacific Railway Garth D. Stevens
LLP, Illinois
Snell & Wilmer L.L.P., Arizona
Steven Helmers Garland J. Garrett
Black Hills Corp. Milt Stewart
Rose Law Firm, Arkansas Davis Wright Tremaine LLP
Jeffrey Hurd Jack Hicks
AIG Maury M. Tepper III
Womble Carlyle Sandridge & Rice, Womble Carlyle Sandridge & Rice,
Jim Jenkins PLLC, North Carolina PLLC, North Carolina
Deere & Co. Ju Myung Hwang Timothy R. Thornton
Anastasia Kelly Hwang Mok Park, P.C., Korea Briggs and Morgan, P.A.,
AIG Thomas P. Johnson Minnesota
Davis Graham & Stubbs LLP, Carlos Velazquez
Madeline Kleiner Colorado
Hilton Hotels Corp. Basham, Ringe y Correa, SC,
Jeffrey J. Keyes Mexico
Kathryn Krecke Briggs and Morgan, P.A., F. Mitchell Walker
Thunderbird School of Global Minnesota Bass, Berry & Sims PLC, Tennessee
Management
Craig S. Lair Peter Whelan
Scott Larson Rose Law Firm, Arkansas Bowman Gilfillan, South Africa
Amgen, Inc.
Ronald R. Levine
Kazumichi Matsuki Davis Graham & Stubbs LLP,
Mitsubishi Corporation Colorado
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