Fields that are required when creating Contract records are marked with an asterisk in the image above. Required fields include:
The Contracts table holds all Contract records, and controls the associated automation and notifications that are related to them. Contract records are an integral part of the Standard System Demo, and hold information the contracting party, approval information, renewal details, attached contract files, and supporting documents. Contracts can be created manually from the Contracts table or converted from Sourcing Events.
Fields that are required when creating Contract records are marked with an asterisk in the image above. Required fields include:
This section covers the use case for power users.
Contracts may be created in one of two ways:
By default, contracts fall into one of three categories, chosen from the Record Type field:
Child Contracts and Amendments can both be created from an existing Contract record, whereas Contract records are created manually in the Contract table. The Record Type field in the common area of a Contract record indicates the contract's category. "Contract" is the default Record Type for newly created contracts. Child Contracts and Amendments are linked to a parent contract automatically if they are created by clicking the Create Related Contract button in the parent Contract record. If created manually from the Contract table, the Parent Contract ID must be filled in upon creation of the contract.
Below the Record Type are fields that store the Contract Manager and the Assigned Team. The default Assigned Team is the Contract Management Team. The Contract Manager is the person responsible for overseeing the contract and ensuring timely renewals and approvals. The list of available managers is filtered to users who are in the Contract Manager Team. The default Contract Manager is the user who creates the Contract record, provided that user is in the Contract Manager Team. Users in the Contract Manager or Admin group can manually change the Assigned Team and Contract Manager if needed. Information about the contract requester, external company involved, and locations related to the contract may be added by clicking the lookup icon next to those fields. If a desired Requester, Company, or Location does not exist, a record must first be created in order to link it to the Contract.
You can specify in this section whether the contract was the result of a Sourcing Event by selecting Yes. This makes the Sourcing Info tab visible, where you can link the contract to an event and select the appropriate supplier. Once the appropriate fields are filled in, the contract may be saved in a Status of Draft.
The contract's Status field is changed automatically by the system at appropriate points in the workflow, generally when an action button is pressed or when some condition is met. However, users in the Admin group can manually override the Status if necessary.
In the Contract Party Information section, users can find and link to an existing company, or create new ones as needed. To find an existing Company record, select the Existing Company option and use the lookup icon next to Company Name to search for the company. If the contract party isn't found, power users can add a new company by selecting the Create New Company checkbox. Enter the name and address information, then click Create Company. Before adding new information, ensure that you check for all possible alternate spellings or stylizations of the desired Company.
Both Company and Location records are created in the background, and linked to the new contract when the record refreshes.
Similarly, you can create new entries in the People table if the main contact for the contract party is not an existing contact. Select the Create New Contact checkbox, enter the information, and click Create Main Contact. Multiple contacts can be created in this way, and then the primary contact can be selected from the Main Contact drop-down.
The Attachments tab shows all attached files related to the contract and provides the user with options to create and edit related attachments. For certain contract types, when the Document Source is set to Standard Template or Modified Template, the 'Document Template to Generate' field appears. The Document Source can be set to:
Document Template to Generate has a default set of values that are based on the Contract Type, and there may be some visibility dependent fields that appear based on whether the document template uses user-selected or optional clauses. For instance, the Customer Service Contract default template has some additional fields such as 'Select Governing Law Clause' and 'Select Optional Clauses:'
The Create and Attach action button is used to auto-generate a contract document from the MS Word document template specified in the Document Template to Generate field, which is then stored in the document template File field. Clicking Create and Attach generates the document and creates an Attachment record to hold the attached file. If there are clauses associated with the selected document template, the Contract Clauses will populate with the clause text used in this Contract. As updates are made to the clauses, the Contract Clause text will be updated.
If the Contract Party Information section is not properly filled out and linked to records, a validation action warns the user to finish creating new records before generating the attachment. However, many other fields in a contract may also be referenced in the template, such as Clauses and Signing Parties. For this reason, it's usually best to check that as many fields as possible are finalized before generating attachments from templates.
Once a sourcing event proposal has been approved and the supplier has been notified, the Status will be Selection Approved. In this status, the Sourcing Event Manager Team can create Contract records directly from the Sourcing Event record. To create Contract records from the Sourcing Event record, navigate to the bottom of the Selection Process tab. Under Selected Proposal Information, select values for the Selected Supplier Summary and Contract Type and then click the Create Contract button. This step can be repeated multiple times if the award should result in multiple contracts or involves multiple parties. Clicking Create Contract creates a new Contract record with a default Status of Draft, which inherits relevant information from the Sourcing Event record, such as Contract Type, Contract Title, Company Name, and Party Name Contact. The information in the Selected Supplier Summary field is distributed to the relevant fields in the Contract record.
Attachments can be automatically generated from inbound emails that contain attached files. Files from inbound emails are mapped to the Transitional Contract Files field in the Contract record, assigned a predetermined Attachment Title and Attachment Type value of 'Document Provided by Outside Party,' and then converted into a new Attachment record. The file is mapped into the Attached File field in the Attachment record. If multiple files are attached to an inbound email, each one is converted into a separate Attachment record for that contract.
Contracts can be made confidential and made available only to certain people or roles. Confidentiality can be managed by Contract Managers and members of the Legal group. In addition to the people/roles selected, the Requester of the Contract and any Approvers assigned the Contract for approval will also be able to view the Contract.
The Attachments tab shows all attached files related to the Contract record, and provides the user with options to create and edit related attachments.
To add files from a local source, drag and drop the file(s) from your computer onto the "Drag&Drop files" square. Alternatively, click the "Attach/Manage" text and choose "Local Source" to navigate to the file(s) to upload.
If an Attachment Type is defined, the default settings for the selected Attachment Type will be applied regarding permission level, approvals, and e-signature.
To replace a file that has already been added to the Contract, choose the appropriate file from the "Files to Replace" drop-down list, add your file, and the new attachment replaces the existing attachment.
The All Contract Attachments related table is also used to manually create and attach files to the contract, such as supporting documents or signed agreements. Create attachments from within the Contract record by clicking New on the related table's action bar.
The Select Files drop-down on the action bar can be used to add or remove a selected file in the Approval Packet, add or remove a selected file from the e-signature envelope, set status fields, convert from PDF to Word or Word to PDF, and compare a revised document to its baseline.
When an attached .docx file is edited using Edit and Checkout, the revised file automatically creates a revision record. The revision is then immediately compared to its baseline, which is the template attachment that was originally generated. A markup document can be located within the attachment record. Markup on Contract Clauses appears automatically.
This table stores all the Clauses used in a Contract. Contract Clauses are populated automatically when the document template is created. When revisions are compared against the baseline, the Contract Clauses update to show the markup against the source text. The Contract Clauses are sorted in the order they appear in the document template when the source is document template. If the Contract Clause is changed from the source, Modified from Default changes to Yes. For more information on Contract Clauses, see the Contract Clause Table.
The Attachments tab also holds tables of Company Document and Insurance Certificate records. The Create New Company Document button opens a new Company Document record that is linked to this Contract record.
For more information on company documents, see the Company Documents Table section.
Insurance certificates can be found directly in the Insurance Coverages table, and in related tables in the Company, Contracts, and Company Documents tables.
When you add an insurance certificate to a Company record, it can be automatically linked to all pending or active contracts with that supplier by a time-based rule that runs daily. However, this time-based rule is disabled by default in the Standard System Demo.
The Insurance Certificate Owner, which defined in the related Company record, is notified fourteen days before an insurance certificate's Expiration Date. When an insurance certificate expires without being renewed, the Contract Managers of any related active contracts are notified on the date of the expiration.
For more information about insurance certificates and related automation, see the Insurance Certificates Table section.
You may prefer to manage insurance certificates as contract attachments, instead of using the Insurance Certificates table. For example, if Contract Managers are responsible for renewing and maintaining insurance certificates, it may be best to use the Attachments table to hold the certificates, along with all other types of attached documents for contracts. Managing insurance certificates as contract attachments means the Contract Manager will receive email notifications instead of the Internal Certificate Owner.
If this method makes the most sense for your particular business, you can remove the default Insurance Certificates field from the Contract record's layout. Then, go to the Attachment Type table and edit the record called Insurance Certificate. By default, this record's Status is Inactive; change the Status to Active to make it visible in the Attachments table.
When an attachment record is edited using 'Edit and Checkout', a new attachment is created, and the prior attachment is set to Superseded. The Attachment record can be compared against the previous version, or against a baseline, within the attachment.
By editing the attachment and navigating to the 'Comparison Against Previous Version' heading, the user can select the Previous Attachment Type they want to evaluate the current attachment against, as well as the Previous Attached File. Clicking the Compare Documents button generates a markup file that can be opened in word for comparison.
The Comparison Against Baseline button also runs a document comparison action, but against the original standard system template. When this button is used, Contract Clause Modification records are created if the source template used clauses. See document template Clauses for more information.
Approvals for a contract are handled on the Approval tab of the Contract record. The order and nature of approvals depends on the Workflow selected on the Approvals tab. Selecting a Contract Type in the common area filters the available Workflow Title choices. For information on setting up the individual Workflows, refer to the Approval Workflows section.
The order and nature of approvals depends on the Workflow Title selected on the Approvals tab. Selecting a Contract Type in the common area filters the available Workflow Title choices. For information on setting up the individual Workflows, refer to the Approvals Table section.
To submit a contract for approval:
The system automatically notifies the first approver in the sequence. To advance the contract workflow, an approver will use one of three action buttons to change the Status of the approval record:
Both Require Changes and Permanently Reject require the user to enter notes in the Approval Notes field. These notes are appended to the Approval Notes field in the Contract record, and are also viewable from any other Approval record linked to that contract.
As each Approval record is approved, the system notifies the next approver in the sequence that a Contract record is pending their approval. A list of all Approval records is displayed under the Approvals Needed section, and automatically updates as Approval records are modified.
If a user who is not on the current approval team attempts to approve a contract, the system recognizes the error and prevents the user from completing the approval action. When all the required approvals are received by the system, the Contract record's Status is automatically changed to Approved.
Notes that are relevant to the general contract process are entered into the General Notes field on the Details tab, and notes pertaining to the approval process are entered into the Approval Notes field on the Approvals tab.
Emails can be sent to Internal Contacts and External Party Contacts from the Emails tab.
Contract Management tables have Approval handling set up by default. The associated processes may be turned off in order to use as a contract repository. To turn off Approvals, do the following:
Information about the renewal process is stored on the Renewal / Related Contracts tab. Fields for capturing the Renewal Notification Date and Days in Advance to Notify for Renewal are provided as a default. If relevant, information about the renewal contract or previous contract are automatically updated by the system. The Create Renewal Contract button is used to create a renewal Contract record that is linked to the previous Contract record. This button is only visible when the contract's Status is Active, Canceled, Expired, or Signed. A new contract generated in this way can be edited before saving.
If applicable, the system automatically links renewal contracts to any preceding contracts, creating an audit chain. Typically, users do not manually enter information into the Renewal Contract and Previous Contract Information fields.
This tab is also used to create an amendment or SOW of an existing contract. Select the type of record you wish to create, then click the Create Related Contract button. The new record gets linked to the current contract in a child relationship.
The Diagram icon is used to generate a diagram of Contract records that are related to this Contract record.
For example, the diagram for a subcontract of a master agreement, with its own amendment, is shown here:
Any direct children of the current Contract record are shown in the table in the Related Contracts and Amendments section.
The Signature tab contains fields for contract document signers, and contains all fields related to DocuSign and Adobe Sign. If you are not using either system, these fields can simply be removed from the layout.
Fields under the Signers heading are used to populate the signature page of the contract's document templates and to identify the signers for either program. For this reason, these fields must be filled before generating an attachment from a template, which in turn must be generated and set as To Be eSigned before returning to the Signature tab in order to create envelopes.
Before using either DocuSign or Adobe Sign, you will need to configure the integration by going to Setup > Integration and choosing the appropriate platform. For DocuSign, you must sign up for a DocuSign account directly with DocuSign. For Adobe Sign, Agiloft can set up the account and allow you to purchase envelopes directly without any long term contract. See the sections on DocuSign and Adobe Sign below for more details.
Once the contract is ready to sign, use the Create DocuSign Envelope action button to create a DocuSign Envelope record and attach the files held in the Files to Sign field.
This also create a DocuSign Recipient record for each signer. These records are then shown in the related tables for DocuSign Envelopes and DocuSign Recipients on the Signature tab. Only users in the Admin and DocuSign Users groups can access the DocuSign fields on the Signature tab. For more information on DocuSign, refer to the DocuSign User Manual.
Once the contract is ready to sign, click the Create Adobe Sign Envelope button. This creates an Adobe Sign Envelope, and convert the signers into recipients.
This section covers the remaining Status changes that have not been mentioned in the explanations above. Once a contract changes to a Status of Signed, the system automatically updates the contract to a Status of Active when the Contract Start Date occurs.
Similarly, the Status is changed when the Contract End Date arrives. If the contract does not have an associated renewal contract, the Status is automatically set to Expired; if the contract does have a renewal, the Status is set to Renewed. If the contract is auto-renewing, the Contract End Date is increased by the Renewal Term in Months and the contract remains Active.
To cancel a contract, click the Cancel Contract button in the common area. Users of the Admin group can also manually change the contract Status to Canceled.
If the contract has a Status of Approved, the Mark as Pending Signature button is visible in the common area. This button sets the contract Status to Pending Signature.
Once the Status of the contract is Pending Signature, a Mark as Signed button appears. This button sets the contract Status to Signed.
This tab is used to manage various tasks and obligations related to to the Contract. The three sections, described in more detail below, help provide an overview of and track all activities that must be performed in the course of executing and managing a contract.
This section becomes visible when the Contract Type selected is marked as Uses Tasks on the Contract Type table.
The Task Generation Method is established in the Contract Type record. In the Standard System Demo, all contract types are set to show the Tasks tab and to allow the creation of ad hoc tasks. Depending on the Task Generation Method set on the Contract Type, the user will be able to choose from a task workflow, select from possible tasks, or create ad hoc tasks as needed. Refer to the Contract Types section for more information on setting the Task Generation Method.
To create tasks from a predefined workflow:
To create tasks using a generation method of User Selected Tasks:
When this is the task generation method, the user creates tasks using the Add Ad Hoc Tasks button as needed. Refer to the Tasks Table section for details on creating tasks.
This section allows the user to add ad hoc obligations and/or generate default ones. Clicking the 'Generate Default Obligations' button finds and creates all default obligations for the Contract's selected Contract Type, as well as for all the Clause Types used in the Contract (as seen in the Attachment tab). The 'Add Obligation' button allows the user to add a new Obligation in the same way they add an ad hoc Task.
Obligations are tasks of Type 'Obligation'. They provide all the assignment and recurrence options found while creating a standard Task, but also some additional Obligation-related options.
This section displays the parents of all recurring Tasks and allows you to manage their recurrence settings or even cancel further recurrences.
All Tasks and Obligations are created regardless of their Task Usage (Default/Conditional), and are set to Assigned based on their Assignment Trigger (Date/Status/Creation). Tasks and Obligations that are Queued do not yet require action, as their Assignment Trigger has not been met. Tasks and Obligations that are conditional remain conditional until their Assignment Trigger is met, at which point the condition will be evaluated, and they either become Assigned if the condition is met or Not Needed if the condition is not met.
As individual Tasks and Obligations are completed, the Contract Manager is notified if the individual task is configured to notify the Contract Manager. Once all individual Tasks and Obligations on the Contract are completed, the Contract Manager is notified regardless of how individual task notifications are configured.
This tab contains Budget details as well as information regarding Payments.
This section allows the user to add new Budget Items for the Contract. The following fields are available:
Shows the Budget Items added directly to this Contract from the above section in a related table. The related table allows you to quick-edit all of the fields from above in order to allow for easy corrections.
The section additionally displays:
This section is only displayed for Master Agreements or Contracts that have no parents. It displays all budget items for the current Master Agreement / Contract as well as all their children, providing the user a complete view of the budget for the entire hierarchy.
It additionally displays a calculated result for the Total Budget for All Contracts (in the hierarchy).
This section displays all Payment records linked to the current Contract record. Its visibility is based on the current Contract Type. The fields in this section include:
The visibility of the Budgeting sections is dependent upon the Cost Type being Payable.
A Contract Manager can perform Risk Analysis on Contract records. Risk Conditions are pre-defined on the Risk Conditions table based on criteria within the contract or modifications made to standard clauses. To run a Risk Analysis:
See the Risk Conditions Table and Contract Risk Conditions Table articles for more detail.
This tab appears only when the primary role of the contract party is Supplier.
Performance evaluation is off by default, but can be changed by the Contract Manager or Contract Requester to one of the three options:
Other setup fields include:
In this section, the Evaluator and Question Set are selected and added to the list of evaluators. Each record in the list becomes an evaluation when it is launched. For example, a person from the Finance Department can be set to evaluate the financial qualities of the supplier using a question set with price-related questions, while a person from Procurement Department evaluates the delivery timeliness and product quality of the supplier.
If no evaluators are selected, the Evaluation cannot be launched.
This section contains the list of Evaluations created for this contract, the Launch Evaluations button, and information about the latest evaluation (Date Launched and Performance Score).
Launch Evaluation button creates new evaluations (one per selected Evaluator), notifies the Evaluators, and resets the Date of Next Evaluation to the next scheduled date (if applicable).
This section covers the use case for portal users in a Contract Management context.
Members of the Contract Creator group are internal employees who access the system by way of the End User Interface (EUI). Contract creators, also called contract requesters, are users who submit requests for contracts, but do not work on or manage the contract once it is requested and submitted.
Users in the Contract Creator group can create contracts by:
A simplified contract form is presented to the contract creator. Many of the fields are hidden from the layout or restricted by field-level permissions.
In the Contract Party Information section, users can find and link to an existing company and contact, or create new ones as needed. Before adding new information, ensure that you check for all possible alternate spellings or stylizations of the desired value. To create a new company, elect New Company and then enter the name and address information. After the contract is submitted for review, Contract Managers need to confirm the new company before the new Contract record can be finished. Similarly, contract creators can suggest a new company contact by filling out the fields in the Party Main Contact section of the form.
Once the required information is filled in, the Contract record can be saved for later revisions.
At any time, the contract requester can view contracts they previously submitted by:
Contract Creator group members can edit certain fields in contracts they own. Other fields such as Contract Amount, Contract Start Date, and Contract End Date, among others, are not editable by the contract requester if the contract's Status is Pending Approval, Approved, Signed, Active, Renewed, or Expired. This is to prevent changes to currently active or in process contracts.
The contract requester can view all contracts they have permission to see by clicking on the All Contracts home page link or tab.
Some of these rules have been mentioned or quickly described in the use cases above. In the Standard System Demo, the Contracts table contains twelve active rules. Most time-based rules, marked with a "TB," are disabled by default in the Standard System Demo. These rules are accessed by expanding the Contracts table in the left pane, selecting Setup Attachments, and then selecting the Contracts tab:
The Contracts table has the following default workflow:
Default: All contracts are created in this status.
Pending Review: Change to this status with the "Submit" button. Also, set by the "Edit: Updates by Party" rule that handles inbound email updates. If the status is "With Counterparty" and the external party replies, the status will be set back to "Pending Review." The status will also be moved back to this status from "Pending Approvals" if Approvers require changes.
With Counterparty: Change to this status with the "Set Status to With Counterparty" button. Additionally, the "Send Email" button sets the status to "With Counterparty" when an email is sent to an external party and the status is "Pending Review."
Pending Approval: When there are Contract approvals in a Pending status, the "Edit: Most edit actions by web or api" rule on Contracts and "Edit: All Contract Approval Edit Actions (web, API)" rule on Approvals sets the status to "Pending Approval."
Approved: When all Pending approvals are completed (Approved/Not Needed), the status is moved to Approved by the Edit: All Contract Approval Edit Actions (web, API)" rule on Contracts.
Pending Signature: Change to this status with the "Mark as Pending Signature" button or by setting the DocuSign or AdobeSign envelope status to "Sent."
Signed: Change to this status with the "Mark as Signed" button or by setting the DocuSign or AdobeSign envelope status to "Signed."
Active: A time-based rule is used to evaluate the contract start date, and assigns the appropriate status. If the status is "Signed" at the start date, the status is changed to "Active." If the contract becomes signed and the start date was in the past, the Contract status immediately changes to "Active."
Renewed: Set by the rule that checks for the contract end date. If a renewal contract exists, the status is set to "Renewed."
Canceled: Set with the "Cancel Contract" button, or by Approvals being permanently rejected.
Terminated: Set by the "TB: Terminate Contracts on Termination Date" rule that evaluates the Terminate Early field. If the the Termination Date is today or in the past, the status is set to "Terminated."
Expired: Set by the "TB: (DISABLED) Daily check for expiration date" rule on Contracts. This rule should be enabled only when the system is ready to go live.
Records in this table are owned by the Contract Requester. Specifically, a record is owned by the user whose ID matches the number in the Requester ID field. By default, the Contract Requester is the user who created the Contract record. For this reason, the owner of a Contract record is often the requester, rather than a power user Contract Manager.
The Contracts table contains the following default Charts and Reports:
