The contract process divides neatly into two parts: stuff that happens before a contract is signed, and stuff that happens after.
I never get involved with what happens after signing, unless it has to do with amending a contract. But I try to keep informed, which is why I’ve sniffed around contract-lifecycle-management (CLM) software. See for example this 2007 post. The big names of CLM software include Apttus, Emptoris, iMANY, and Selectica.
CLM software originally involved helping companies keep track of information and deadlines in contracts, but it has become more ambitious, in that you can now use it to create contracts. That’s my turf, so I’ve recently taken a greater interest in that side of CLM software. And what I’ve seen isn’t encouraging.
There are two problems with using CLM software to automate contract creation. First, all CLM software that I’ve looked into uses clause-based document assembly. In other words, completing the questionnaire causes entire provisions to be dropped in or left out. That, friends, is very 1990s.
It has caused me to do some head-scratching. For example, at a recent in-house seminar I asked the client why their templates had very basic formatting—even relatively lengthy enumerated clauses weren’t tabulated, resulting in blocks of text that were harder to read than should be the case. I was told that that was due to limitations in their CLM software.
And second, all CLM software I’ve looked at involves programming. Automating your legal documents puts a team of programmers between you and your legal documents, with the result that automating and making changes becomes a production. Everything takes longer and costs a lot more than it should. And you’re beholden to the vendor. That explains the following gripe that I saw on an online Association of Corporate Counsel discussion thread:
Our sales rep and technical rep have changed over a dozen times, for which there is never any transition internally at [vendor]. Instead, I have to spend months getting the new team up to speed, think we might be getting some momentum to move forward, and then the team switches again. We are awaiting our third “kick off” meeting to be set (after escalating a handful of times to their senior management) but we will see if we ever get a system up and running.
What you get with ContractExpress is very different.
For one thing, it’s template-driven, not clause-based. Changing an answer in the questionnaire doesn’t switch entire provisions in and out. Instead, it makes to the document whatever changes you want it to make. My NDA template offers an extreme example, in that whether you opt to create a one-way or mutual NDA affects around 800 places in the markup. (Don’t try this at home! My template includes way, way more customization than any one company would need.) Template-driven document automation leaves clause-based document automation in the dust.
And ContractExpress doesn’t require programmers. I created my NDA template, and I’m no tech genius. Yes, if you want to do really subtle stuff ContractExpress can do it for you, but most of what you need can be achieved very readily. If you have a mind that’s logical enough to draft contracts, you can do a ContractExpress markup of a Word document. As a result, companies that use ContractExpress don’t need a lot of hand-holding. The support staff at ContractExpress can go for months without hearing from some big clients, as they’re able to do by themselves whatever needs doing.
At bigger companies, investing in CLM software involves taking a big leap of faith, with lots of money at stake. Given how easy it is to use, that’s not the case with ContractExpress. And I can make things even easier. Interested in automated contract creation? I could quickly produce for you an automated NDA that is customized to fit your needs; you wouldn’t have to do any automation yourself. You could even get a free trial to ContractExpress, so you could really kick the tires of automated contract creation at negligible expense and with no commitment. Try doing that with the big CLM vendors.
And finally, ContractExpress plays well with CLM, so you could have ContractExpress handle contract creation, then shift to a CLM vendor. For example, if you use Salesforce, you could use ContractExpress for Salesforce to create contracts, then use Apttus tools to handle tracking of contract information.
Have your people call my people.
Contract-Automation Clearinghouse is where I put my posts on contract automation and related topics. My regular blog is at Adams on Contract Drafting.