Corcoran's Business of Law Blog

Entries categorized as ‘Business’

Legal Project Management

March 15, 2010 · Leave a Comment

I’ve been spending a lot of time in recent months conducting workshops in Legal Project Management.  What is Legal Project Management, you may ask?  Simply put, it’s the process of adapting business process improvement, resource allocation and predictable budgeting techniques to the delivery of legal services.  Some lawyers believe that the practice of law is not like other professions or business disciplines, and that therefore project management principles which work in other areas do not apply.  These lawyers are wrong.  That’s not to say one can manage a complex legal matter as if it were an automotive assembly line.  But every legal matter doesn’t have to be treated as a completely unique confluence of steps that has not occurred before and will not occur again.  Each of these steps can be broken down and analyzed, and when the opportunity arises for this step to be included in an engagement, there can be a greater understanding of the cost drivers.  Understanding the assumptions that influence the cost of delivering legal services is critical to setting fees, and clients understand this.  After all, they go through a similar process when establishing their own cost and revenue budgets.

My colleague Pam Woldow and I have (literally) traveled the world in the past six months delivering Legal Project Management workshops to law firms big and small, to law departments big and small, to corporate lawyers and litigators, to partners and associates, to finance and marketing staff… and our workload is increasing.  We will be offering a webinar on Tuesday, March 23rd at 1 PM ET to share our insights into Legal Project Management, and to address questions from those who are experienced Legal Project Managers as well as those who are just starting to explore this new frontier.  For more information, click here.

Legal Project Management is critical to managing legal work more profitably, but it’s also an excellent way to achieve client satisfaction and to develop associates’ skills.  We’ll touch on all of this in the webinar.  If you plan to attend and wish to submit a question in advance for us to address, please post it in the Comments below.

Categories: Business · Finance · Law Department Management · Law Practice Management

Legal Budgets and Corporate Budgets – Why Predictability Matters

March 7, 2010 · 3 Comments

I recently met with a group of law partners to discuss the feasibility of increasing the firm’s billing rates in 2010.  Normally this doesn’t require a discussion; the firm traditionally raises its rates 5-6% every year.  And normally this takes place in January once the prior year’s books are settled.  This year, however, and to the partners’ credit, they questioned the optics of raising rates at a time when most of their clients are still suffering from the impact of the global economic meltdown, or the Great Reset, as Bruce MacEwen calls it.

As we debated the pros and cons, it was apparent that the partners had very little understanding of the impact an increase to their billing rates might have on a client.   In fact, none of the partners had worked in a corporate setting previously so they had no real insights into the typical corporate budgeting process.  Perhaps a peak behind the curtain may help inform this discussion, as it’s a process full of surprises to law firms that often have rudimentary budgeting processes in place, if at all.

The first surprise is when budget discussions commence.  Assuming the fiscal year corresponds with the calendar year, most businesses start preparing budgets in August.  Yes, in August prior to the budget year.  It takes time to develop a budget from the ground up.  In days past budgeting may have been approached as an exercise in what’s different or, in other words, starting with last year’s budget and merely adding new items and deleting old items.  No more.  Now there’s an expectation that every budget must start at zero, and from this starting point we add in each and every cost until we identify the total budget needed.  And then we start paring it back.

Many lawyers operate under the delusion that the practice of law is inherently and infinitely variable, meaning that unlike other business functions one cannot predict legal costs with any certainty.  This opinion is often held by outside counsel and in-house counsel alike.  Imagine the plight of the General Counsel:  she doesn’t know how many deals the business executives may initiate in advance when even they don’t know.  She has no insight into what product liability suits the company may face, or what type of employment actions will be raised.  For litigation already underway, she can’t possibly predict the next move the adversary may make, so by definition she can’t budget for how she’ll react.  And even acquisition due diligence may reveal complications that are impossible to predict.  These are reasonable concerns, but they fly in the face of the number one rule in business: no surprises.

One can make mistakes when climbing the corporate ladder.  One can make some mistakes again and again.  One can even make colossal mistakes that cost the business money.  But the one mistake anyone aspiring to reach the board room can’t make again and again is surprise.  Corporations, both public and private, thrive on certainty.  Forward-looking statements to shareholders and analysts must be based on a reasonable estimate of future performance, or else the stock price will be suffer in the market.  Even private companies that don’t publish earnings must have predictability to properly allocate capital.  For business leaders to establish priorities they must have the facts, and the worst crime is to provide inaccurate information because this leads to making poor business decisions.

Another surprise may be that erring on the side of caution can be as egregious a mistake as overestimating performance.  Imagine the Senior Vice President of Marketing who submits a revenue forecast estimating $275 million in sales, knowing full well that the business is on track to deliver $280 million in sales.  On paper this looks clever, because bonuses increase with overachievement, and everyone looks good when we beat the targets, right?  However, it’s not uncommon for the CEO and CFO to punish the business leader who builds in too much revenue cushion, because we might have made different decisions about our allocation of capital if we knew that we had more to work with.  A critical project with great long-term potential may have been delayed or tabled because we didn’t have sufficient investment available.  (The worst offenders allocate a reserve that benefits only themselves.)  Obviously there’s also punishment for missing the targets, particularly when it results from poor planning rather than external market events.

But how do they do it?  How do corporate executives weigh numerous variables to establish an accurate forecast?  After all, don’t most business functions carry some level of uncertainty?  Think of the head of manufacturing who must predict costs despite the possibility of critical supplies being hijacked by Somalian pirates, or labor unrest in the fields of South America, or political unrest in the Middle East impacting oil prices which in turn have a material impact on the costs of transportation in our supply chain.  And what about the corporate treasurer who has to predict the impact of currency fluctuations or interest rates on the company’s cash flows, in order to hedge against this.  Our head of Marketing has to examine multiple products across the spectrum of the business cycle, use a little game theory to predict what the competition might do in response to our new product launches, potentially even identify which customers are at risk before the customer even begins to explore substitutes, and build a revenue forecast amidst ever-changing market demand.

There’s no magic formula.  These business leaders build their forecasts block by block, inch by inch, starting first with the known – in the case of sales, perhaps we first identify guaranteed revenue from committed customer contracts, or in the case of manufacturing maybe we look at commodity materials where we have multiple suppliers to ensure sufficient flow and predictable prices.  We then move on to the harder calculations, one by one looking at product revenue in each jurisdiction, perhaps customer by customer; or examining links in our supply chain where we have limited redundancy and therefore greater risk.  Piece by piece we establish a forecast that builds from certain to less certain, but even with the less certain we identify the likely ranges and provide confidence levels based on identified risks.

So you can imagine the amused chuckles in the board room when the Chief Legal Officer throws up his hands and tells his colleagues that the legal function contains too many variables to possibly establish a budget, so instead he’ll take last year’s budget and add 20% — to accommodate law firm rate increases and other variables – and he’ll only come back and ask for more if something changes.  Gone are the days when this was amusing.  Now a General Counsel may be shown the door if he can’t apply some rigor to the legal budgeting process.  This also explains the increased involvement of procurement officers in the selection, and management, of outside counsel.  This is a clear sign that CEOs and CFOs don’t fully trust their lawyers to extract more value at a lower cost from the in-house legal staff and suppliers, so they’re putting someone at the table whose sole objective is to reduce costs.  Or they wish to, as the saying goes, trust but verify.

These budget calculations and conversations start in August, are debated endlessly through September, and begin moving up the approval chain in October.  There are numerous revisions, typically, as you might expect, requiring all cost estimates to go lower and all revenue estimates to go higher.  But there’s a balance to be achieved between optimism and realism.  Newly anointed business leaders tend to believe that they can extract unnecessary costs that their predecessors overlooked, or that they can rally the troops to commit to higher revenue performance.  Entrenched civil servants throughout the corporation strenuously object to these stretch goals, and work diligently to maintain the status quo, with sufficient safety valves in place for when something goes wrong.  This can be invigorating, and it can be confounding, but in the end the corporation signs off on its revenue and expense budget for the coming year, typically by early November.

As my group of law firm partners discussed corporate budgeting, a few light bulbs appeared above their heads.  One corporate partner recalled receiving a letter in late October from a key pharmaceutical client indicating that they would not accept fee increases from any outside counsel in the coming year.  She recalls wondering why the letter was sent in October, months before most law firms issue rate increases, but it now occurred to her that the corporation’s budgets must have been locked by then.  Another partner realized that even when the economy is humming along nicely and law firms have the latitude to increase rates, the fee increase letters are potentially six months out of sync with the client’s budgeting process!  “No wonder clients claim we don’t understand their business,” he observed.  One of the partners added some levity by suggesting that the annual fee increase letters should go out earlier, say in July.  Another had us rolling in the aisles when she suggested that since law firms always raise rates, and clients know this, perhaps it’s the client’s obligation to build in these expected increases in their August and September forecasts.  When we realized she was serious, we ended up rolling our eyes.  In some segments in some industries, the suppliers can set the price and require the buyer to meet the price, or else not get the product.  (Have you ever tried to haggle significant savings on a Mercedes?)  There are a few law firms with such pricing power.  Let’s be clear: despite your desire to occup this space, the odds are your firm is not one of these.

But does this budget process really result in certainty?  After all, we’ve all seen – or we’ve owned stock in – companies that miss earnings forecasts.  In reality, one never eliminates surprise.  But we can get a lot closer by minimizing it.  There’s a formal process to deal with the inevitable changes that occur in most corporations.  It’s called a reforecast.  It may come as a surprise that most companies begin revisiting their revenue and expense budget numbers in early January.  After all, what can go wrong in the first few weeks of the year?  However, think back to when we began compiling our forecasts.  We weren’t even done with Q3, let alone Q4, so many of our assumptions for the coming year relied on assumptions for how we’d conclude the current year.  And guess what, things have changed since we incorporated those assumptions.

A reforecast is a formal process to revisit our assumptions, to look at costs that exceed expectations and revenues that fail to meet expectations.  And vice versa.  In many corporations this process repeats itself several times a year, often corresponding with the quarterly earnings report in public companies, and in recent years this process might happen 6 or 7 or even 12 times a year.  And it’s not simply indicating that revenues are falling short or that expenses are trending high and then receiving forgiveness on the goals.  That would be cool.  No, instead every functional leader has certain levers to pull to meet the agreed-upon expectations even when there are material changes in costs or revenues.  On the revenue side, perhaps we launch a sales contest, or lower prices to increase penetration.  On the cost side, perhaps we seek alternative suppliers, squeeze the suppliers we have, or reduce costs elsewhere by reducing staff.  Often the reforecast process surfaces significant trouble in one division that will be impossible to make up, so other divisions receive an involuntary revenue or cost surcharge to make up the difference.  This can be painful.  No business leader in the midst of stellar performance, overachieving on every goal, or even those barely meeting expectations, likes to terminate valued employees or table a valuable project because some other division failed to meet expectations.  But it happens.

To add more enjoyment to the budgeting process, most corporate executives have a portion of their annual compensation based on their ability to manage to their budget.  For example, the company may exceed its revenue and profit targets, the share price may exceed analyst expectations, the division may have enrolled a record number of new customers, but the divisional leader will lose 30% of his bonus because costs were over budget.  Those running the legal function are late arrivals to this party, but it’s becoming a material factor in their compensation now.

Recently I observed a panel of General Counsel discuss their likes and dislikes with outside counsel.  One GC remarked, much to the amusement of the roomful of outside counsel: “If my legal budget goes over plan, at least we’ll save money on my bonus.”  The GC didn’t laugh.  He was deadly serious.  The message he was trying to convey is that the late invoice, the one you generate only at the end of the billing period, the one that reflects billings 40% over the original estimate, the one that you’ll accompany with a brilliant, well-crafted memo explaining the 58 reasons why costs exceeded your original estimate, may literally cost him his family’s summer vacation rental, or a semester of his daughter’s college tuition, or the swimming pool he planned to install in the Spring.  Just as with the General Counsel who remarked, “If I don’t find a way to manage the legal function with a lower budget and without compromising quality and throughput, they’ll find someone who can,” your client needs you to be part of the team.

Perhaps these insights into the corporate budgeting process will shed some light on why your clients are so darned insistent on predicting legal costs.  In many cases, predictability trumps total spending, or, in other words, you can charge premium rates as long as you ensure that the fees are not surprises.  You may also question whether a fee increase is necessary this year, particularly since your client has fewer levers available to adjust for your increased cost.  Perhaps you can do a better job of estimating legal costs for your next project.  The project management techniques used in other business functions apply to predicting and managing legal costs, but that’s a topic for another day.

As another General Counsel said to me recently, “I know a lot of firms that are capable of handing my legal work.  I’m sure there are many more that I don’t yet know.  What wins me over isn’t always low rates or discounts, it’s finding a firm that really understands that challenges I face in my business – and this includes not just the legal issues I face in my marketplace, but how I have to manage my legal department as a business.  If I can find a firm that understands what life is like in my shoes, that firm will win my loyalty.”

What do you say, are you up for it?

Categories: Business · Finance · Law Department Management · Law Practice Management

Procurement for controlling cost – the cure or the affliction?

December 14, 2009 · 2 Comments

There are few topics that generate universal outcry in mixed company, but among these are the number of poor drivers clogging our roadways and the vexing role of the procurement function in modern business.  Curiously, another trait these two share is that each of us, at one time or another, is the object of anothers’ ire when we’re the poor driver or the buyer, but we tend not to notice.

Wikipedia offers a sound albeit unsourced definition of procurement:

Procurement is the acquisition of goods and/or services at the best possible total cost of ownership, in the right quality and quantity, at the right time, in the right place and from the right source for the direct benefit or use of corporations, individuals, or even governments.

Taken in this light, who could argue that procurement doesn’t serve a vital role in the conduct of business?  Too often, alas, procurement draws fair criticism as the business function that values cost savings over long-term relationships; that reduces all goods and services, no matter how value-added, to commodities which can be differentiated on price alone; and that relies on negotiating tactics one can imagine being employed by Attila the Hun when dealing with vanquished foes.

But these are epithets we typically direct toward the procurement managers negotiating the value of the services we offer.  How dare our client’s procurement manager not recognize the clear distinction between what we offer and the sub-standard offering of our inferior competitors.  On the other hand, when we’re negotiating with our suppliers, those charlatans who try to drain away our hard-earned profits, then by all means our own procurement manager needs to take an aggressive negotiating stance to protect our business.

Can’t we all just get along?!

Procurement is a necessary and important function in the conduct of business.  But there is an inherent tension in carrying out this mission.  The Institute of Supply Management, an association of procurement professionals, asserts that its members must promote positive supplier and customer relationships while upholding one’s fiduciary responsibilities and deliver value to one’s employer, but do so without the appearance of unethical or compromising conduct.

Spend enough time in business and you’ll encounter an evil procurement manager.  I have fond memories of the procurement manager who was hired several months after my team negotiated a mutually successful long-term agreement with our client.  She called our accounts receivables clerk to demand assurances that the contract would be abandoned in lieu of one more favorable to her employer, then threatened a lawsuit when the frightened clerk squeaked that she needed to speak to someone higher up the food chain.  By the time I was engaged, the procurement manager was practically frothing at the mouth, spouting sobriquets like “But you have to do what I say, I’m the customer!”  We were sure to carefully document our conversations for future use when, as sure as night follows day, she proudly announced to her superiors that she had won concessions that we hadn’t even discussed let alone agreed to.  “I’m not singling you out, you understand” was her explanation, “My job is to reduce our vendor costs no matter what it takes.”

Therein lies the challenge.  This procurement manager did not have a full understanding of the total cost of ownership.  As we’ve written in this space previously, the cost to an organization for any product or service is more than merely the price tag.  Selecting Product A because it has a lower sticker price than Product B is hardly a wise choice if Product A is incompatible with our existing systems and therefore incurs significant customization to function effectively.  Likewise, a lawyer charging $425 per hour but who has a terrible track record of staying on budget may be a worse bargain than the lawyer charging $650 per hour but whose budgeting capabilities are precise.

And one must consider switching costs too.  If I hire a plumber to fix a major leak from my hot water heater, and in a fit of pique over high costs I fire the plumber while the parts are scattered across the floor, the leak will continue to generate costs in the form of water damage while I seek a replacement plumber at a fraction of the cost.  Changing lawyers mid-trial, relocating your office across town to save a few dollars per square foot and scrapping a software implementation after a significant investment in training in order to find a lower per seat license cost are examples of business decisions that run the risk of emphasizing price tag shopping over the total cost of ownership, if we don’t fully think through the implications and downstream impacts of our decisions.  In our above anecdote, the procurement manager demonstrated no understanding of the concept and therefore damaged valuable business relationships in her quest to save a few dollars.  If your supplier is fungible, damage away.  If you may need that supplier again, take a long-term view.

Those who sell services which aren’t commodities, or at least those who aren’t willing to admit they sell commodities, fear the procurement manager who reduces all potential suppliers to the lowest common denominator — namely price — without understanding the context.  But many service providers are lazy and unhelpful in demonstrating why their services are different and therefore more costly than the alternatives.

A well-trained procurement manager will seek to unpack the value in an offering.  For most products and services offered in a moderately efficient market, there will be a base cost to deliver services below which no supplier can reasonably sell its product and still make a sustainable profit.  And in most competitive markets, there isn’t wide disparity in profit margins between competitors.  So if we can assume that within reason everyone can make and sell the same product for roughly the same cost, then why are there differences in price?  This is the procurement manager’s quest — to understand and quantify these differences without the undue influence of past relationships or conventional wisdom.  Just the facts, ma’am.

In this visual, we see the base cost.  A good procurement manager can even identify the increased cost of a comfort brand.  In many lines of business there’s that one reference point, a supplier at the high end of the food chain, one whose prices are higher but whose reputation is impeccable, so that if I purchase from them, I’m immune from criticism for making a poor choice of suppliers.  Let’s call that the “brand safety” factor.  There’s no shame in acknowledging that sometimes we make safe purchases and that we pay extra for that safety.

What remains is an “X” factor, or an unexplained difference between the costs of two apparent substitutes.  A good procurement manager will seek to explain and potentially reduce this difference, first by ensuring that the product offers what is needed and not more, nor less.  This is the true function of an RFP (a request for proposal), to ensure an apples to apples comparison of alternatives.  Absent clear guidance on what is needed, it’s a challenge to compare alternatives.  A favorite tactic of some former colleagues of mine who should be elected to the Sales Hall of Shame is to “throw in” as many unnecessary items as possible, allowing them to reflect a much higher starting cost and then apply discount after discount to achieve what appears to be a compelling and substantial “effective discount” off list price.  In the end the customer may get what he wants but at a higher price, and by the way he wins a lot of crap he doesn’t need.

A law firm that can demonstrate its prowess in managing to a budget through effective project management, that keeps the client fully informed of any changes to expectations, that staffs appropriately and doesn’t “overwork” matters or expect clients to subsidize young associate training, is in a better position to present clear, quantifiable evidence of its higher rates.  A software vendor that has documented compatibilitywith existing legacy systems, thereby keeping integration costs down, may have a strong case for higher license fees.  In each case, the approach reduces total cost of ownership.

Those sellers who have the most to fear are those whose price points cannot be reasonably be justified, or quantified by an independent outsider.  It’s not enough that my CEO and your managing partner are golf buddies.  It’s not enough that we’ve done business for a long time.  If I cannot unpack why your rates are significantly higher than some apparent substitutes, and you can’t articulate it either, then I’m compelled to explore alternatives.

But let’s not kid ourselves.  We sometimes forget these principles when looking at our own cost structures.  It’s a sad but not uncommon situation that large buyers will squeeze their defenseless suppliers.  Some years ago I hired a consultant to handle a project when the internal resource dedicated to the task resigned abruptly.  I had moved on by the time the project was complete, but I learned that my former law firm employer gave the consultant a 60 cents on the dollar take-it-or-leave-it offer to settle the final invoice.  The law firm’s procurement manager reportedly dimissed the injustice: ”We’re a global law firm.  What are you going to do, sue us?”  The sad irony is that the law firm took this action as part of a massive cost-reduction effort, initiated in part because its own corporate clients were spending less, at the recommendation of the corporate procurement managers.  Justice served?  Or just a sad cycle of frustration?

When your organization comes up against a procurement manager, this is a good opportunity for some self-examination.  Are we able to articulate why our costs are higher than our competitors?  If not, why not?  Rather than assume our competitors are using predatory or lowball pricing to steal work away, is it possible that we’ve failed to recognize the inexorable march to commoditization of our products and services?  Do we assume our brand carries with it more prestige and “safety” than the market?  Maybe our competitors have devised some innovative ways to deliver more for less.  Their lower pricing may reflect this innovation, suggesting they can remain profitable at a lower price point.  And yet we assume they’re losing money because we can’t offer similar savings.

When hiring a procurement manager, focus them on total cost of ownership.  Saving pennies on discrete costs is fine, so long as the impact of these choices doesn’t result in higher fees over the long run.  In organizations with many silos, a procurement manager may be in a unique position to recognize opportunities to consolidate services, to seek lower-cost alternatives, to adjust business practices to save money.  This means they put a spotlight on us as well, and not just on our pencil vendor.  If we’re serious about controlling costs, it has to start with us.

If you’re a procurement manager, please stop issuing RFPs asking 127 questions for which you have not a clue what you’ll do with the responses to 120 of them.  Be clear that your role is to maintain positive business relationships with valued suppliers, but help identify those whose costs are not aligned with the value delivered.  Times change, prices increase, needs fall out of synch with what’s sold, but except in a few cases the sellers aren’t charlatans and the buyers aren’t ignorant weasels trying to extort kickbacks.  Shine the light of day on the commerce of your business and start with those areas which are most easily recognizable as commodities.  As your colleagues begin to trust your process, you can then move on to the more sensitive areas, where we business managers tend to protect our turf.

Let’s all be prepared to take our medicine.  For some of us, the increased use of procurement managers may be a miracle cure leading to lower costs and new business opportunities.  For others, well, the cure may end up killing us.

Categories: Business · Finance · Law Department Management · Law Practice Management · Legal Vendors · Outsourcing

Farming the Green Space

December 10, 2009 · 1 Comment

Many organizations invest valuable resources pursuing the wrong targets, and waste time and energy nurturing the wrong clients.  This is a variation on the oft-repeated and oft-wrong maxim that “all revenue is good revenue.”  In fact, even in recessionary times when top line revenue is hard to find, it pays to pursue the right targets and nurture the right clients.  But who are they?  How can one distinguish the poor targets from the rich targets?

Many years ago as I was beginning my sales career, I struggled with time management.  More specifically, I didn’t have enough time in my day to pay equal attention to all of my clients and prospects, and without a system to prioritize my time it seemed I was always in the wrong place at the wrong time.  This was compounded by the fact that I couldn’t easily recall which client had already purchased or rejected our many products, so I wasted a lot of time re-selling.

A helpful sales manager explained to me the concept of a “white space” analysis.  In short, she explained, list your clients on one axis and your products on the other axis to create a simple grid.  Where a client has already purchased (or rejected) a product, put an “X” in the intersecting box.  Do this for all clients and all products.  The open boxes, the “white space,” reflect your opportunity focus.

Preparing a white space analysis is a simple but effective tool to allocate your limited time and energy to those opportunities that matter.  When I conduct law firm business development workshops, if there isn’t a white space analysis in place already (and there typically isn’t) then we prepare one.  And many organizations stop there.  But savvy marketers know this isn’t enough, not nearly enough, to truly identify the appropriate targets.

The greatest challenge with the white space analysis is its lack of context.  Sure, Client 4 lacks Products A and D, but this says nothing about whether or not Client 4 needs them.  The car salesperson who exerts a lot of energy trying to sell the off-road package to the 75-year old grandmother purchasing an SUV may not generate a good return on his investment of time.  The law firm trying to cross-sell its IP practice to its mutual fund clients may find a less than receptive audience.  The legal vendor trying to sell complex litigation case management tools to a law firm engaged primarily in estate planning may end up buying a lot of free lunches for uninterested buyers.

Similarly, no organization should promote every product equally.  Some generate higher profits, some create long-term switching costs, some products are new and need traction whereas others are fading in prominence.  Many law firms, in part because of a lack of marketing sophistication and in part due to politics, will pay lip service to providing marketing and business development support equally across all practices and partners.  This is folly.  Why invest equal time and energy promoting the practice that has the greatest price pressure, the one in which clients are fleeing to the low-cost providers, while another more lucrative and in-demand practice struggles to stay on top of its RFP responses or to manage its networking functions?

The more advanced approach is to incorporate internal and external data points to generate a more robust footprint of the ideal target or client.  In most organizations, a great deal of attention is directed toward the highest-revenue producing clients.  But a large purchase could vault a client onto this list in a given year, while next year it fades back into oblivion.  A better metric is lifetime value.  In a law firm this may be the client that generates above-average fees for 5 or more years, ideally across multiple practices.  For targeting purposes, perhaps the company within a specific SIC code in which the firm has unique expertise, that has a geographic footprint similar to the law firm’s, and with needs spanning several practice areas, is a more appealing prospect than the Fortune 50 or FTSE 100 corporation which just happens to have a large facility nearby.

The incorporation of these other data points is what I call a “green space” analysis.  We start with the white space grid and then we continue to narrow our focus.  Of the clients and targets identified, which best fit the model of the ideal client?  Furthermore, which of these clients are in growth industries and are on a solid financial footing?  Internally, which practices generate — at the moment — a proportionally greater return than the others?  Which practices have a true competitive advantage (something more definable than “our lawyers are better”)?  Which practices have the bench strength to mobilize quickly if our efforts generate new leads?

The data points one selects will vary by firm.  And they’ll vary from year to year.  The “ideal” client is a moving target, of course, but it’s far more beneficial to pursue ideal clients and targets than to assume the highest revenue producing clients from last year, or the biggest companies in town with whom we don’t already have a working relationship, are the best opportunities for us.

Several vendors provide assistance in defining the ideal client.  I’ve been successful in incorporating Dun & Bradstreet information into a firm’s targeting efforts.  The D&B data points such as SIC codes, geography, size, as well as their comprehensive corporate tree information, can provide some interesting insights when coupled with a firm’s own client data, e.g., from its time & billing or customer relationship (CRM) databases.  Thomson Elite, the leading time & billing enterprise suite for large law firms, offers similar capabilities.  I’ve long been a fan of Redwood Analytics, now a LexisNexis company, which provides deep marketing and operational insights for financial and matter management.  I recently had the occasion to review a new “client profiler” tool which combines data from Redwood, LexisNexis, Martindale-Hubbell and AtVantage — all products in the LexisNexis client development suite — to offer up much of what I describe above in the green space analysis.

The tools one uses are immaterial if the underlying concepts are forgotten.  In fact, I submit that the first attempt at establishing a green space analysis should start with a flip chart or whiteboard, and the opening exercise is establishing which internal and external drivers we value most.  Long-term retention or short-term growth?  Enjoyment and intellectual challenge or less exciting but repeatable work?  Big clients with many needs or small clients with limited needs?  Complex businesses with ongoing needs and significant negotiating leverage or businesses with isolated, one-time but substantial and potentially price-insensitive needs?  And so on.  Once we establish the parameters, we now know the queries to enter into our existing systems, or at least we’ll have an understanding of the types of tools we need to acquire to conduct this analysis.

When farming your internal and external data to narrow your focus, there’s no perfect planting or harvesting season, though it makes sense to start early in the year when budgets are available to deploy against the greatest opportunities we identify.  But don’t wait too long, because every day you wait another X is added to the grid by your competition.

Categories: Business · Law Firm Marketing · Law Practice Management · Marketing

Valuing Black Sheep – A Note on Organizational Behavior and Innovation

November 18, 2009 · 2 Comments

I recently read an excellent article by Marc Scibelli regarding the utility of “black sheep” as disruptive innovators in an organization. (Hat tip to Bill Pollak for pointing me to it.) McKinsey reports that the black sheep at Pixar (the cutting edge animation movie studio) are defined as:

“…artists who are frustrated. I want the ones who have another way of doing things that nobody’s listening to… all the guys who are probably headed out the door.”

I’ve been a black sheep. I’ve recruited, trained and fostered black sheep. I’ve also recruited, trained and fostered, um, white sheep? You know — company men or women who toe the line, do what they’re told, and do it very, very well. No organization can survive without both.

Too many drones who do what they’re told without disruption or complaint and you have a profitable six sigma-certified business that runs smoothly until it’s obliterated by the competition. Too many black sheep with unbridled innovation and you have anarchy, like 1998 in Silicon Valley where any Stanford dropout could receive $100 million in seed money, a ping pong table and zero expectations for providing a sustainable, profitable business model! But in the real world, there needs to be a tension between keeping the trains running on time, and, if I may belabor the metaphor, developing new transportation systems.

This is not easy to do. Black sheep excel as individual contributors, and they thrive on breaking rules and flouting convention. Not only are they repelled by the typical staid corporate environment, most corporate environments reject them like mismatched organ transplants. Managers and leaders, even those with a little bit of black sheep in their own DNA, often lose these disruptor instincts as they become more adept at navigating the boardroom where, as often as not, you’ll find even senior executives who value collaboration and fostering a sense of unity over achieving the optimal business outcome.

One classic American dream is the innovator who’s rejected time and again by the establishment but in the end makes it big doing it his way. But there are more Tuckers than Michael Dells — Tucker’s automobile innovations were ahead of their time; Dell founded the eponymous computer firm in his college dorm room.  Not every black sheep generates innovation on the scale of Steve Jobs.  Also, innovation happens more often on a small scale than on a large scale.  Of course dramatic breakthroughs happen, but sometimes successful innovation occurs incrementally (so sayeth Seth Godin).  Every business on the planet needs to find ways to improve its widgets, which isn’t the sexy stuff of movies.

For black sheep who wish to lead, the challenge lies in adapting, but without losing the desire and instinct to confront the status quo. It’s hard to know when you’ve arrived. There are many good resources discussing the challenge of adapting one’s style, including Myers-Briggs Type Indicator, or Goleman’s work on Emotional Intelligence, or DuBrin’s Your Own Worst Enemy, or HBR’s The Young and the Clueless. They all speak to the need to evolve, to play the game, to develop a more collaborative style, because you can’t drive change from within if you can’t get in.

Some of us have a style which allows, even encourages, confrontation because it’s often an effective path to getting multiple views on the table, from which the optimal business outcome can be determined, regardless of who originated the ideas.  It’s not the confrontation per se that’s desirable, but the good ideas that flow when colleagues have the freedom to speak openly.  You may not like my idea, and you’ll illustrate all the reasons why your idea is better, but I understand this doesn’t mean you don’t like me.  And once the debate concludes, we head to the bar to celebrate with our colleagues after a hard day’s work.  But some don’t.

In many corporate boardrooms, and in many law firm boardrooms, there is a strong aversion to disruption, to confrontation, so after a tough session some will feel bruised, upset and confounded by the team’s inability to get along — forgetting that the team may have actually achieved the desired optimal business outcome.  Could the same outcome have been achieved by less confrontational means?  Undoubtedly. Would it have taken longer?  Who knows.  But there are different styles and without intensive regression testing in parallel universes, I’m not sure we’ll ever determine if there is a best style.

Black sheep should be cherished, when they have the ability to constructively disrupt and innovate. Never-deviate-from-the-norm types should be cherished for their ability to execute today. The best organizations, and the best leaders, embrace multiple styles and encourage different approaches to achieve optimal business outcomes.

Portions of this post appeared previously on my personal blog.

Categories: Business

Ethical Choices of Leaders

November 6, 2009 · 3 Comments

When I was a young sales manager, I attended a training session delivered by a fantastic veteran sales leader, Jim Hackett of the Bunker Hill Consulting Group, now deceased. Among several great lessons he imparted, one that resonated deeply with me was his advice on how to act once I reached the corner office.

Jim advised the class that many leaders don’t share the same quotas as their sales team. Instead, many leaders set the sales goal higher than their own personal goal or the organization’s goal. So, for example, the sales team may carry a $100M target while the organization’s goal is $95M. What happens is that leaders place a bit of a cushion between the actual goal and the goal assigned to the sales team, ensuring that even if sales are slightly off the organization will still meet plan, and the leader earns his bonus. As each successive layer of management adds a little cushion, the goal carried by the sales team becomes even more disconnected from the reality of the organization’s goals. You can imagine what happens. Sales reaches $97M, or falls short of plan, yet leaders up the chain enjoy increasing rewards for over-achieving plan. Unsurprisingly, salesperson compensation and advancement are adversely impacted.

When I heard of this practice I didn’t believe it was that widespread. I was supremely naïve. I’ve since learned that nearly every organization where I’ve worked does this regularly. The practice is driven by a few factors, in my observation: Many leaders don’t trust their teams to submit accurate forecasts, which is of course a reflection on their own ability to attract and retain the right people; many leaders are too disconnected from the customer to truly understand the market forces, and thus they pad their forecasts to cover their own uncertainty; and too many leaders believe the rules are different in the corner office. There may be nothing illegal about such a practice, but my own moral compass finds it reprehensible.

However tempting it has been, however much we leaders can justify being rewarded for our hard work and tough decisions despite the organization’s performance, I believe ethical leaders should steadfastly refuse to take on a goal that’s more achievable than the goal assigned to the troops. During my many years leading sales teams and during my two stints leading organizations, I always carried the exact same revenue goals as my team. I don’t know that anyone knew or cared, and I don’t believe I should be rewarded for such a “selfless” act.  George Bernard Shaw is credited with saying “Ethics is what you do when no one is looking.”  Imagine the hubris of taking these actions even while everyone is looking.

This lesson can apply in other ways as well.  Stefan Stern, the Financial Times management columnist, whose writing I enjoy and with whom I had the pleasure to share a podium recently, shares an observation that even stalwart pro-market fans in London are concerned with the optics of paying excessive bonuses to investment bankers while many others visibly suffer.  The same challenge exists in the legal marketplace.  Should optics or ethics enter into a bonus discussion?

As the year winds to a close, some law firm leaders will boast of making tough decisions, then issue a healthy bonus and declare victory over the tough economy, hoping that these actions will send a message of strength and stability to clients and prospective clients.  But what message does this send to the many out-of-work lawyers and staff?  And will clients really be blind to the reality that profitability for many firms this year is primarily a function of cost-cutting, not brilliant business strategy?

Similarly, corporate executives will tally up the sales figures.  Few, if any, will meet the original revenue plan.  Most will not even meet the revised plan established in Q1 or Q2.  But many will meet the revised Q3 revenue plan.  And quite a few will still meet the original profit target because of deep cost-cutting.  In some of these cases, the executive bonuses were adjusted in tandem with the revised plans, allowing the executives to receive a full bonus payout by achieving the lower targets.  After all, if we don’t reward the executives for making the tough decisions, they might take their potted plants and high-backed leather chairs and go elsewhere, leaving no one capable of making the tough decisions!  (Retention is the primary justification for the bonuses paid to executives at the TARP-enriched businesses.)

Those who have been sidelined by the economic downturn plea for equity and fairness, almost to the point of expecting businesses to embrace socialism.  We don’t have to discard our business school training and capitalist mindset, however, to understand that sometimes our actions send messages that do not serve the long-term interests of the firm.  A clients who observes its supplier throwing employees under the bus may assume that his needs will be treated similarly if they somehow conflict with the executives’ (or partners!) needs.  Employees, and future employees (yes, hiring will return), will take note of how firms value their employees through their actions, not via their recruiting brochures, and direct their efforts accordingly.

Here’s hoping that some combination of ethics, compassion and long-term business interest will inform the decisions that law firm and business leaders will make in the coming months.

Portions of this post appeared previously on my personal blog.

Categories: Business · Finance · Law Practice Management · Legal Vendors

Fungibility – An Organizational Malaise

September 20, 2009 · Leave a Comment

I’m a longtime fan of Stanley Bing’s irreverent take on business in his Fortune magazine column.  As with many columnists, he takes a slightly edgier tone on his accompanying Bing’s Blog.  In a recent post Bing discussed the critical employee, the one with specialized knowledge, the one who is irreplaceable.  It called to mind the old joke:

A factory machine shop mechanic retires.  Some weeks later, the machines at the factory stopped working. No one can get the equipment running again, and the factory is losing hundreds of thousands of dollars every day. The factory manager call the retired mechanic back in as a last resort. The mechanic walks through the whole place then tells the factory manager, “It’ll cost $50,050 to fix the problem.” “Anything!” he cries. So the old mechanic walks onto the factory floor, approaches a complicated series of pipes and valves, and taps a stuck valve with a small hammer. All of the equipment instantly comes online and starts humming. The factory manager exclaims in surprise, ”You’re charging us $50,050 to tap a pipe?”  The old mechanic responds calmly, ”No, I’m only charging you $50 to tap the pipe; the $50,000 is for knowing which pipe to tap.”

Too often, we fall into the trap of believing that we alone know the right pipe to tap.  This malady applies to assembly line workers, secretaries, salespeople, corner office managers, executives and even to the CEO.  In my career I’ve encountered this multiple times.  There was the sales manager who bragged that he “closed every one of his sales team’s deals personally” and the finance manager who proclaimed that “the revenue recognition model is so complex, no one else can run the reports.”  I’m sure that they believed they were establishing job security.  After all, if no one else can do the job, then they should have jobs for life.

There was once an unwritten rule in sports: you never lose your starting position due to injury.  Then in the early 1990s, Joe Montana, the 4-time Super Bowl winner, was injured and his replacement, Steve Young, had successful starts and ultimately won the starting job even when Montana was healthy again.  Montana left in a fury and was never as dominant again; Young brought another Super Bowl win to the franchise over several successful seasons.  In sports as in business, the organization or the team is what’s important.  If you are so critical to the team that we can’t live without you, then the team’s highest priority is to find a way to live without you.  Or, in other words, your irreplaceability makes you highly risky, and, therefore, replaceable.

This sounds counter-intuitive.  After all, why would we risk offending a star performer and potentially hasten his or her departure, just to ensure that we have someone ready to take his place?  It’s all about reducing the organization’s risk.  If I can’t live without you, then I can’t live with you.  If your knowledge is unique and specialized and mission critical, then my obligation as a business owner is to add redundancy.  In many cases we find that these star performers aren’t as unique and specialized as they claim.  But in other cases, we find that they are as important as they say they are.  It doesn’t matter.  The organization must reduce its risk by spreading that knowledge.

Like all aspects of organizational behavior, it’s a balancing act.  Do some managers mistakenly assume that everyone is fungible, that no one has specialized knowledge?  Yes, it happens all the time.  An old employer of mine routinely re-assigns salespeople to new territories and product lines, without any apparent regard for the importance of the relationships the salespeople have established.  And many companies lose good people and solid performers during layoffs, because they try to spread the cuts evenly rather than measuring the relative contributions of those impacted.  But just as risky is allowing the organization’s success to be funneled through one person.

In Bing’s anecdote, one of these irreplaceable employees recognizes his importance and makes some outrageous demands.  His plan backfired, and his manager began planning for a different future:

“Otto has succeeded in doing one thing,” he said darkly. “He’s made it necessary for me to think about life without him. Once I started thinking that way, I realized it was possible. Now I’m thinking, what do I need this aggravation for… to pay this much for the job that cost me so much less last year? Sure, it’ll be hard to replace him. But nobody is irreplaceable. Sometimes I have to remember that.”

Good business owners don’t allow themselves to be painted into a corner.  It’s important to grow your people, to provide them training so that they become subject matter experts.  But at the point where this specialized knowledge becomes mission critical and no one else can perform the role, then it’s time to share the knowledge.  Done right, the expert then moves up to bigger and better things.  Whether or not we actually have a plan in place to keep star performers moving up is a topic for another day.

Update: According to Bing, Otto ultimtely received the raise he demanded.  I faced this same situation some years ago when I met a valued employee’s aggressive demands.  I then spent the next year making him dispensable, and eventually he moved on.  While some thought it was retaliation, it actually resulted from his raising my awareness to the shocking fact that we couldn’t operate without him.  Had he never made the outrageous demands, he might still be there today.

Categories: Business · Law Practice Management · Legal Vendors

Compassion and Change are not Opposing Principles

August 5, 2009 · 1 Comment

By now you may have learned that there was a shooting in Pittsburgh last night, and several people were killed and even more were injured.  The shooter was one of the dead.  He was a single, middle-aged IT professional at a large Pittsburgh law firm.  Despite the legal connection, that doesn’t normally qualify as newsworthy for this space.  However, Above the Law discovered a troubling online diary by the shooter that detailed, long in advance, his intentions to take his life and to take others with him.  I spent a few moments reading the diary and it was tragic and sad.  I imagine it will be pulled offline at some point, but one doesn’t have to read it all to realize this was one very troubled guy sorely in need of professional help.

In the diary he discusses the several rounds of layoffs taking place at his law firm.  He appeared to understand the necessity of the first round, but with each subsequent round his temper flared as he was convinced he would unfairly lose his job.  Ironically, he survived all the layoffs and was even recently promoted.  But this didn’t deter him from his course.

I’ve written at length in this space and elsewhere about the need for reform in the legal marketplace.  Whether it’s large law firms’ colossal inefficiency and feigned client focus, corporate law departments’ tendency to complain without taking action, or the large divide between legal vendors’ great products and their fumbling and sophomoric execution, there are plenty of teachable moments to choose from.  These issues existed long before the recent global economic downturn, but the challenges are now more acute and finally we’re seeing organizations taking long overdue action.  However necessary it might be from a macroeconomic perspective to cull the ranks of underperformers, or outsource tasks or entire functions to lower-cost suppliers, or stop doing business altogether with poor suppliers, there is always a real cost to the man on the street.

Opinion polls may confirm that most Americans feel the automotive and health systems are in need of an overhaul, and all of us would like to spend less for a doctor visit or a new car, but it has a whole different meaning when someone you know or care about loses his livelihood as a consequence.  In the legal marketplace, demand for legal services is undeniably down and so the logical reaction is to eliminate excess capacity.  This means idle lawyers and staff are let go, in the same way that gas guzzling SUV manufacturing plants were idled and workers sent home during the recent gas price crisis.  This makes sense from a business perspective.  But let’s not lose sight of two important considerations:  there’s a right way to let people go, if not for their sake then for the organization’s reputation; and owners and managers whose incompetence or inattention contributed to poor performance shouldn’t get a free pass while others suffer.  Some businesses have increased sensitivity to these optics, while others remain blind.

I’ll address this latter point in a series of future posts.  I’ve collected quite a few gems of management incompetency from my own experience — and you can correctly read that as both mistakes I’ve witnessed and mistakes I’ve made! — which I intend to discuss in a sort of HBR case study meets Dilbert and Stanley Bing manner in the near future.

So without delving into the reasons why, for the purposes of this exercise let’s stipulate that the correct course for a business is to lay off a handful of employees.  How should this be accomplished?

Look, I’m not a credentialed and certified human resources professional, whatever that might be.  I’ve worked with far more over-promoted buffoons in senior HR and personnel roles than those whose contributions demanded respect.  I’ve sat in board rooms with senior vice presidents leading the corporate HR function who couldn’t articulate the company’s value proposition, name more than 1 or 2 products, identify a competitor or tell the difference between NPV and NOC.  Yet because layoffs are messy affairs we turn to them to run the show.  Large law firms, who time and again hire middle managers from the corporate sector and give them senior titles and responsibilities, or promote valued employees from functions where they excel to functions they know nothing about, shouldn’t be surprised when these duties tax their capabilities.

Years ago a fellow manager and the head of HR conspired to lay off one of my colleagues.  This 18-year veteran, whose primary failing was allying with the wrong political faction, and whose contributions included training all salespeople, including every top performer for the prior 10 years, was given 15 minutes to collect her personal items into a box, with building security hovering conspicuously in the open doorway, and then escorted to her car at midday in full view of the lunchtime crowd.  There was no particular reason to fire her on that day and at that hour, but due to an obvious lack of compassion and perhaps a bit of a mean streak, they chose a timetable and an approach guaranteed to obliterate any sense of dignity left in this loyal employee.  Some years later a new head of HR, smoother on the outside but just as inept, counseled managers to conduct the periodic terminations on their own, then hid in her office as they took place.  When it came time to fire one of her own direct reports, she flew in another subordinate to do the deed!

The point is that the supposed experts don’t have a perfect formula.  I’ve had to terminate or layoff multiple people over the years, and I relied primarily on common sense.  My experience might be helpful.

When a layoff must be conducted, use a scalpel instead of a broom. Too often a layoff results in the loss of good people Productivity Bell Curvein one area while known incompetents in another area are unaffected.  Break through the artificial barriers we erect with org charts and identify the poor performers across the board, and let them go first.  This requires a certain business-first attitude that is sadly lacking in many managers, but in the long-run it’s better for the business when every layoff shifts the productivity bell curve to the right rather than eliminate high performers due to some misguided sense of fairness.  (The concept of fairness is often misused by managers.)

Performance metrics should be standard across the business and should be compiled long before the layoff. I’ve been asked to participate in a charade where managers are asked to evaluate and rank layoff candidates who have been previously, and sometimes mysteriously, identified.  The task is ostensibly to pick the poor performers but the real intent is to have a paper trail showing proper due diligence, which presumably insulates the organization from charges of unfairness or discrimination.  The problem is, the easily discoverable paper trail also shows that the managers only evaluated the likely candidates, not all employees.  A little selection bias perhaps?  Also, there is quite often disparity between an excellent performance review conducted some months prior and a sudden and undocumented downturn in productivity.  If the organization has a performance management system, use it!  Measure and track performance on a regular schedule, use a consistent methodology, and don’t shy away from capturing tough comments when performance is sub-par.  Law firms are known for allowing powerful partners to protect their favorites, using vague performance measurement criteria if at all, but the fact is this behavior is prevalant in the corporate sector as well.  The best way to eliminate favoritism and truly identify poor performers is to implement and adhere to a standard evaluation process.  And use this as the basis for the layoff, not a new, isolated and suspect vetting process two weeks before the termination date.

Don’t confuse poor financial performance with poor job performance. Let’s be clear:  sometimes — whether through our own missteps or due to market turmoil — a reduction in the workforce must take place, even though those affected haven’t been poor performers.  It’s unprofessional and caustic to an organization’s reputation to label financial victims as poor performers.  Call a spade a spade and move on.  There are few stakeholder groups – clients, the press, alumni, recruits, etc. — who will harshly judge the organization for declaring that “Demand in our core market sectors has declined to a point where we must reduce excess capacity and unfortunately let some of our valued employees go” rather than the obvious fabrication “While our competitors and clients are suffering we are doing quite well, thank you, but we coincidentally decided to use this time to terminate the many poor performers who have somehow escaped our notice previously.”

Layoffs are costly, so expect to spend a few more dollars to do it right. In the long-run, the intention is to save the ongoing payroll and benefits costs of the departed employees, so offsetting that savings with outlandish severance packages isn’t sensible.  But neither is conspiring to shave every cent off the severance package to save a few dollars.  I’ve had to negotiate with fellow managers and HR professionals over half-days of vacation, an extra month of pay for a long-time employee who had the misfortune to be laid off just before a pivotal anniversary date, and whether to pay a package at all when the departed employee was lucky enough to find a new job before all the paperwork was signed!  I’m well aware of the tired HR objection that on an individual basis doing the right thing seems cost-effective, but on an aggregate basis the costs become unwieldy.  But even a cursory read of the many books on viral marketing and customer service reveals that a happy workforce, happy alumni, happy clients, serve as multipliers to the firm’s own marketing and sales efforts.  Imagine the low cost of sales when a valued former employee who left with her dignity intact ends up in a new role with influence or even decision authority over the purchase of her former employer’s services or products.

It really all comes down to dignity. It’s appalling the manner in which good people, otherwise unsullied by a vindictive nature, turn on their former colleagues when it’s time to let them go.  I’ve let people go in person and on the phone, one-on-one and in a group setting, so there’s no perfect approach.  Open, honest communication should acknowledge the potential trauma and disruption, while firmly guiding the employee to the inevitable conclusion.  There should be a script to ensure that the key points are covered, but it’s okay to go off-script and address unforeseen questions.  However, there’s a point at which compassion becomes drama.  I learned of a fellow manager who dissolved into tears as she terminated a long-time employee.  The terminated employee ended up consoling the manager who was too distraught to proceed.  In my view, the wrong person was shown the door that day.

Let’s close by addressing directly the circumstances that our Pittsburgh shooter calls to mind, that a terminated employee will become violent.  This is a real dilemma.  Does the organization build all termination procedures around such an extraordinarily unlikely outcome, meaning that security guards are on hand, and terminated employees do a perp walk as they depart?  What impact do such measures have on the departing employees who don’t deserve such treatment?  The risk of getting it wrong is potentially high, as evidenced by the occasional anecdote of a disgruntled employee becoming violent in the workplace.  But an earlier point may apply here as well:  conduct a risk assessment of the terminated employees and handle the exit discussions differently with some; everyone doesn’t have to be treated in the exact same manner.

This discussion refers to making rational but compassionate choices when conducting the inevitable layoff.  I don’t purport to provide legal advice on what approaches are more or less likely to generate an accusation of wrongful termination.  The underlying thesis is that organizations taking the high road, that find ways to marry sound business judgment with compassion for employees and clients, will generate better financial returns and maintain a positive image in the marketplace.

There are plenty of examples of organizations performing poorly in these situations.  If you are involved in planning for a layoff, tack a photo of your kindly grandfather, your beloved mother, and your free-spririted child on the bulletin board.  As you plan each action,  consider how you’d explain yourself to them.  Better yet, consider how you’d feel if one of them called you to describe the manner in which they were laid off today.  There are pretty good odds that this conversation will take place at some point… though I can’t predict whether you’ll be the one making or receiving that call.

Categories: Business · Finance · Law Practice Management · Legal Vendors