Randy Rutherford, Vonage chief legal officer and secretary. (Courtesy photo)

Not long after Randy Rutherford began working at Vonage in 2011, the company faced a major business problem—with the rise of the cellphone, its home phone service business was struggling.

To fix the issue, the telecom company had to reflect on what it could do best. Holmdel, New Jersey-based Vonage found that, to remain profitable, it needed to move further into the business sector and through a series of acquisitions also began to offer cloud services to businesses. With that, the legal team had to transition from a focus on everyday residential consumers to sales to corporations and businesses, and rethink its legal technology.

Rutherford, the chief legal officer and secretary of Vonage, will be speaking about tech in the legal landscape at the 30th Annual General Counsel Conference in September. Ahead of the event, Rutherford spoke with Corporate Counsel about Vonage's business transition and the future of legal technology. The interview has been edited for clarity and length.

Corporate Counsel: How did you come to be in the top law position at Vonage?

Randy Rutherford: Coming out of law school in 1998, I had a clerkship and then went to corporate law right from the start. I spent the majority of my law career at Day Pitney, which is a regional law firm based in New Jersey and Connecticut. In late 2011, I had an opportunity to join Vonage and run our securities and governance and M&A practice. I wanted to take advantage of that opportunity to go in-house. In December of 2016, I took over as chief legal officer.

How has the change in Vonage's business plan altered how the legal department operates?

What that entails from a broader legal department perspective is that our clients have changed and their needs have changed so we embarked upon an internal legal department transformation. We needed more focus on supporting the sales organization. It also means as we grow that we need to be able to scale with the company.

That led to a review from the technology perspective. Just because the technology worked and isn't broken doesn't mean it can't be reviewed. All the processes we had in the legal department are the 1.0, but eventually the 2.0 comes and just because you don't have a breakdown—the technology improves in the meantime.

What are some of the most significant changes from the 1.0 to 2.0 of legal technology that you've seen?

The old model of law firms in general and in-house commercial contracts groups was to take in contracts from vendors and hand mark them up or mark them up on Word and send them back via email and work in that manner. The same thing for our sales contracts with customers. How are they managing and prioritizing requests from sales internally? That moved from “no tech,” if you're viewing email as “no tech,” to using databases and tracking software and the like.

We've got a portal. It's not about knowing the exact person in legal that you need from sales to review the contract. If you've got a sales contract that needs review, it goes into the portal and is allocated to the attorney with the right expertise. It gets tracked in terms of how long things are taking in the process so that we can track metrics around our responsiveness.

We then combine that with providing sales with tools in terms of template agreements that they can pool down from the legal portal that they can use without needing our human touch. You can start to get into metrics around what percentage of our overall deal flow we touch.

Do you think the rise and implementation of more advanced legal technology is associated with the rise of in-house legal departments developing a legal operations function?

I almost think the reverse. I think technologists have developed technologies that can help a department large enough to have that nonlawyer role. To have someone who can focus on that and find areas where the technology can help came second.

We've talked about whether or not it's worth having a nonlawyer staff member to take on a little bit of an ops role. We're not quite there yet, but I can certainly see it, if you want to continually keep abreast of what's coming, because the pace of innovation is increasing.

Are there any specific technologies that you would find useful but you want to see advance a little more before adopting them?

The ones that are coming that are the most interesting are AI and machine learning technologies. I think it's fascinating. I've spoken to my team about technology of all types, but particularly AI because it's the one where there are plenty of articles about the horrible specter of AI taking everyone's jobs. I do not subscribe to that view and neither does anyone on my team. These are like any other technological advances throughout our history; they're tools to make us more efficient and create an opportunity to allow us to do higher level work.

I'm not cynical about it, but I retain a healthy skepticism about where things are from a technology perspective. We haven't implemented anything yet as of today, but we are anxious to be able to take advantage of it. because the benefits are pretty clear to folks and we'd certainly love to see it.

What would you hope to use AI for?

One use is that there is a trove of data about what kinds of contract terms we're agreeing to with our customers.

Some of the legal tech companies that we see out there that are just starting are trying to offer AI to analyze something like that—where the AI is going to analyze your contract's base and pull out your terms, term by term, and analyze that data. To the extent that becomes a reality, that would be useful information for an in-house legal team to have. Where are we with what we've done with respect to certain terms in our contract and what does that tell us about what level of risk we've taken on?