AFA design, scope-to-fee matching, negotiation preparation, health check, and scope dispute assessment for in-house legal ops teams managing outside counsel arrangements. Design fee structures (fixed, capped, collar, blended, phased, success). Assess whether scope supports a proposed AFA. Prepare commercial positions for fee negotiations. Review existing AFAs against delivery data. Assess OOS claims and build dispute response. Trigger on: 'structure the fee', 'move off hourly', 'design an AFA', 'does scope support a fixed fee?', 'negotiate the fee', 'renegotiate the arrangement', 'is our AFA holding?', 'fee health check', 'cap is being approached', 'firm is claiming OOS', 'is this in scope?', 'is this OOS?', 'AI should reduce the cost', 'blended rate vs fixed', 'collar arrangement', 'phased fees'.
fee-arrangement-structuring
OCM Skills Plugin — Skill 4 of 8
Status: Complete — Phase 1 and Phase 2 tested
What this skill does
Structures commercial fee arrangements between in-house legal teams and outside counsel. Designs AFAs (fixed, capped, collar, blended, phased, success), assesses whether scope supports a proposed structure, prepares commercial positions for fee negotiations, reviews existing arrangements against delivery data, and assesses out-of-scope claims.
Five modes covering the full AFA lifecycle — from initial design through to scope dispute response.
Modes
| Mode | Trigger | Output |
|---|---|---|
| 1 — AFA Design | "Structure the fee" / "Design an AFA" / "Move off hourly" / "Fixed fee for this work" | AFA Recommendation Memo + GC Sign-off Brief |
| 2 — Scope-to-Fee Matching | "Does scope support a fixed fee?" / "Can we do a cap on this?" | Scope-Fee Assessment + Recommendation Note |
| 3 — AFA Negotiation Brief | "Negotiate the fee" / "Renegotiate the arrangement" / "AI should reduce the cost" | Negotiation Brief + Talking Points |
| 4 — AFA Health Check | "Is our AFA holding?" / "Fee health check" / "Cap is being approached" | AFA Health Assessment + Action Recommendation |
| 5 — Scope Dispute Assessment | "Firm is claiming OOS" / "Is this in scope?" / "Is this OOS?" | Scope Assessment + Dispute Response Note |
Key design decisions
Boundary with LPM Core. fee-arrangement-structuring designs and negotiates the commercial structure across matters and firm relationships. budget-and-fee-manager (LPM Core) builds the phase-based budget and monitors WIP variance on a single matter within that structure. The arrangement the AFA skill agrees is what the budget skill monitors.
Scope status as a design input. Mode 1 uses scope status (Defined / Partially defined / Undefined) as a primary variable in AFA selection. Undefined scope + fixed fee = risk transferred to the firm and priced accordingly. The skill names this explicitly rather than designing an AFA that will fail.
Mode 5 for scope disputes. Added after the initial 4-mode design when testing showed that "the firm says this is out of scope" is a distinct workflow from health check or renegotiation. The mode produces an assessment that either validates or challenges the claim with reference to the engagement terms.
Jurisdiction adaptation. Rate benchmarks default to UK/GBP. US (AmLaw data) and Australian benchmarks available — stated in pre-flight or within input.
Placement in the OCM lifecycle
| Stage | Skill |
|---|---|
| Billing rules | engagement-terms-billing-guidelines (Skill 1) |
| Panel design | panel-design-selection (Skill 2) |
| Firm selection | rfp-pitch-management (Skill 3) |
| Fee arrangements | fee-arrangement-structuring (Skill 4) ← this skill |
| Matter instruction | matter-allocation-instruction (Skill 5) |
| Invoice review | invoice-review-compliance (Skill 6) |
| Performance management | performance-scorecard (Skill 7) |
| Panel review | panel-review-rationalisation (Skill 8) |
Cross-skill connections
| Skill | Connection |
|---|---|
| engagement-terms-billing-guidelines (Skill 1) | OCG sets AFA policy preference; this skill designs the specific arrangement for a matter. |
| rfp-pitch-management (Skill 3) | Competitive fee proposals from the RFP process anchor the negotiation position. |
| matter-allocation-instruction (Skill 5) | Agreed fee arrangement is referenced in the matter instruction template. |
| invoice-review-compliance (Skill 6) | AFA type determines invoice structure and compliance rules. Fixed fee invoices reviewed differently from hourly. |
| budget-and-fee-manager (LPM Core) | AFA structure agreed here → phase-based budget built and WIP monitored in budget-and-fee-manager. |
| scope-change-controller (LPM Core) | Scope drift identified in Mode 4 should be logged and controlled in scope-change-controller. |
Testing
Phase 1 and Phase 2 test prompts and assertion sets are in the build log.
Files
fee-arrangement-structuring/SKILL.md— skill instructionsfee-arrangement-structuring-README.md— this document
Licence
Apache 2.0 — LegalOps Consulting Limited