Introduction to Oracle Contracts

This chapter provides an overview of Oracle Contracts and its key features.

Oracle Contracts Overview

Contracts play a critical role in all businesses. In fact, contracts govern most business transactions. Companies rely on contracts to define:

• Specific products or services that they sell and buy.
• Miscellaneous contracts, such as license agreements, nondisclosure agreements, and merger agreements.
• Terms and conditions that govern pricing, shipment, payment, quality, and other mutual business and legal obligations of the involved parties.

Oracle's contract management solution includes Oracle Sales Contracts, Oracle Procurement Contracts, Oracle Service Contracts, and Oracle Project Contracts. Oracle Contracts provides the common infrastructure components that other contracts modules need. The common components are:

• Contract Terms Library
• Contract Terms Authoring and Printing
• Contract Document Management
• Contract Repository
• Contracts Workbench

Key Features

The key features of the application are:

• Contract Terms Library
• Authoring Contract Terms
• Contract Document Management
• Contract Deliverables Management
• Contract Repository
• Contracts Workbench

Contract Terms Library

Contract administrators and legal personnel may negotiate and author a vast number of complex contracts each year. Maintaining corporate control on the terms for each contract can be a time-consuming and daunting task. The application simplifies this process by providing a centralized contract terms library.

Companies that operate globally can use the library to establish company-wide standards and enforce them on a global basis. To accommodate local or country-specific regulations, they can give the local library administrators the flexibility of tailoring these global standards.

With access to the library, you can:

• Manage standard clauses: Contract administrators and legal department users can create clauses that contain standard business language for use in contracts. They can create clauses based on business and legal requirements, route them for approvals, and publish them for use across the organization. Users can modify published clauses by creating new versions of the clause while retaining the older versions for reference and comparison. Local operating units can localize clauses, created by the global operating unit, or adopt them as is.
• Manage contract templates: Companies implement best practices by creating standard contract boilerplates (templates) based on their unique contracting requirements. Contract templates enable rapid assembly and creation of contracts and minimize the overhead that is involved in legal review and approval. The use of standard language in templates ensures that all contracts comply with company and regulatory policies.
• Set up Contract Expert rules: Contract Expert is a rule-based contracts authoring tool that helps organizations define their corporate standards and policies to select additional clauses automatically during authoring as well as report on how contracts deviate from their standard policies:
  • Clause Selection rules: These rules determine when additional clauses need to be brought into a contract. You can set up these rules in the Contract Terms Library and assign them to the appropriate contract templates. Based on the contract template that is applied, any additional information in the business document, and on answering some additional questions, Contract Expert evaluates the Clause Selection rules and recommends additional clauses to be included in the business document.
  • Policy Deviation rules: As a result of negotiations on contracts, companies could negotiate terms that exceed preapproved company policies and regulatory limits. The application uses the Policy Deviation rules to capture and report changes in business terms on business documents as contract deviations.
  • Import clauses: Using the Import feature, the contract administrator can reduce the time that is required for converting and importing clauses from external systems. To stay current with changes in business process or government regulations, you can use the Import features on an ongoing basis and import clause updates into the library. You can use one of the following methods to import clauses:
    • Open Interface: This method is available since the 11.5.10 release.
    • XML Data File: This method is available only in the release 12.

    Authoring Contract Terms

    Oracle provides comprehensive contract authoring capabilities that are embedded in the procurement and sales business flows. For instance, with Oracle Procurement Contracts, you can author contract terms in the Oracle Sourcing and Oracle Purchasing applications. Using Oracle Sourcing or Oracle iSupplier Portal, you can negotiate contract terms with your suppliers.

    Similarly, with Oracle Sales Contracts, contract terms authoring capabilities are available through Oracle Quoting and Oracle Order Management. You can also publish contract terms to the storefront using Oracle iStore. Also, Oracle iStore uses Contract Expert rules to automatically determine the appropriate clauses to any specific business situation.

    You can author contracts using the following features:

    • Use preapproved templates, defined in the library, to quickly author the initial drafts.
    • Use the Contact Expert feature to bring in additional clauses into the document.
    • Add standard clauses from the contract terms library.
    • Author nonstandard clauses that are specific to the business document.
    • Select alternate clauses.
    • Download contract terms to a Microsoft Word document, make changes, and then upload the document and automatically identify the changes.
    • Change the layout of contract sections and clauses.
    • Define deliverables that capture tasks and obligations that may need to be fulfilled according to contractual terms.
    • Validate contract terms.
    • Review contract deviations to understand how the contract terms deviate from predefined standards.
    • Preview and print contract terms.

    Contract Document Management

    Storing and retrieving paper-based or electronic versions of a contract across multiple sites and geographies can be cumbersome. Oracle Contracts provides a central document repository to store all contract documents that users can access globally.

    Users can upload images of signed paper contracts and other supporting documents into the repository, and easily retrieve the documents for the latest version of any contract. Users can also retrieve documents for prior versions of a contract, eliminating the need to track contract documents and amendments in filing cabinets.

    Contract Deliverables Management

    Businesses enter into contractual agreements with their trading partners, and as part of the contractual agreement will have commitments to fulfill. The commitments on the business documents, besides products and services that are bought or sold, are classified as deliverables, under the Terms and Conditions of the business document. In addition to the contractual commitments that businesses need to fulfill, they might define other internal tasks that contribute to the overall execution of the business document.

    You can define deliverables as part of the contract template creation process. If a business document refers to a contract template, all deliverables that are associated with that contract template are copied to the business document.

    Contract Repository

    Contract Repository enables you to create miscellaneous contracts, such as license agreements, nondisclosure agreements, and merger agreements, which are not specifically related to the functionality of other Oracle applications. You can also create purchase or sales agreements for miscellaneous items that are outside the normal purchasing or sales flows, for which full execution capabilities are not required.

    Contracts Workbench

    A single view of all enterprise contracts is essential for effective management of contract activities, and for reporting and analysis of outstanding supplier and customer commitments. Contracts Workbench gives you access and visibility to all contractual agreements in the enterprise.

    Contracts Workbench enables contract administrators to see which contracts require attention, provides extensive search capabilities, and has links to common tasks such as creating or approving a contract. Legal and financial managers can use Contracts Workbench as a research tool. A flexible security model ensures that contracts can be viewed or updated only by authorized users.