SD-14.9 — Legal & Contract Management

Business Domain: BD-14 Enterprise Risk, Control & Assurance (Cross-cutting — corporate) · Applies: BOTH

Purpose

Manages the firm’s legal agreements across the investment lifecycle, and provides the legal function the firm runs on. SD-14.9 owns the contracts — drafting and reviewing them, holding them in a governed repository, tracking the obligations they carry, and managing disputes — and provides the firm’s legal advice and legal-risk management. The agreements span the whole model: the limited-partnership agreement, the investment-management agreement, side letters, NDAs, the ISDA Master Agreement and Credit Support Annex, clearing agreements, leases, service contracts. It is not the negotiation of an investment’s commercial terms — that is the front office’s (SD-04.6 closes a deal) — and it is not contractual compliance monitoring — SD-10.5 tracks side-letter obligations against the portfolio; SD-14.9 owns the agreement as a legal document.

Service Operations

  • Draft and review agreements — draft, review and negotiate the firm’s legal agreements across the investment lifecycle.
  • Maintain the legal-document repository — hold the executed agreements in a governed, retrievable repository.
  • Track contractual obligations — register and track the obligations the firm’s agreements carry, and their key dates.
  • Manage disputes and litigation — manage legal disputes, litigation and the associated legal risk.
  • Provide legal advice — provide the firm’s legal advice and legal-risk assessment across its activities.

Inputs and outputs

  • Inputs: the agreements requiring drafting or review from across the firm; the executed agreements; legal and regulatory developments.
  • Outputs: the executed agreements, the legal-document repository and the obligation register — consumed by every Business Domain that relies on a legal agreement, and SD-13.11 Document & Content Management (the repository of record).

Entities

  • Consumes: E-01 Legal Entity (the counterparties to the agreements); RA-03 Lease / Tenancy — legal custody of the executed lease as a document, and the contractual-obligation register over it (RA-01 holds the asset record, RA-02 the operating record, RA-03 the lease-as-data entity; SD-04.10 sets and maintains the lease’s economic content — rent, reviews, breaks — while SD-14.9 holds the executed legal document and tracks its obligations).
  • Owns: the legal agreements as documents — DR-03 Master Agreement, DR-05 Clearing Relationship; the source of PM-10 Fund Terms (the LPA is the authoritative document). The legal-document repository is shared with SD-13.11 Document & Content Management.

Standards

  • The ISDA documentation architecture (the Master Agreement, the CSA, the definitions booklets).
  • The ILPA model legal documents for the LPA and side letters; standard market agreements (the GMRA, the GMSLA).
  • Contract-law and the firm’s jurisdictions’ legal requirements.

Open extensions

  • A Legal Agreement / Contract entity generalising the LPA, IMA, ISDA and lease.
  • The obligation-tracking sub-model.
  • The Service-Operation-level input/output contracts.

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