Glossary

A

Agreement: A legally binding contract that an organization signs with another party for a specific purpose. For example, a company may agree with its supplier to receive certain products or services within a specified time to a certain location.

Amendment: Any changes or updates made to an Agreement, after it is executed. For example, if the requirements of either party changes, then the Agreement has to be amended and executed (signed) again to reflect these changes. All the stakeholders must agree to the changes before the Amendement can take effect. In ICM, the Amendment follows a workflow very similar to that of an Agreement.

Approver: An ICM user that has the Approval role. This role is resposible for reviewing and approving various entities, such as Agreements and Contract Requests in ICM.

Associated Documents: Any documents pertaining to the Agreement being created, such as Minutes of Meetings (MoMs) and summary of phone conversations. These documents need not be officially approved, but can be uploaded as attachments to the Agreement to give some context to the Agreement.

Attributes: Attributes are used to capture the actual values of various entities, such as company name, address, contract value, dates, and so on. Attributes can:

• be made conditional so they are populated based on the value of other Attributes
• inherit values from associated entities or lookup values from the Masterdata

 

B

Broadcast: A feature used to send a message to a wide audience, typically to several team members. This feature is available on the Details page.

 

C

Clause: A specific provision or section in a written agreement. Each Clause addresses a specific aspect as it relates to the entire document. It helps to clearly define the rights, duties and responsibilities of each party under the terms of the agreement.

Collaborate: A feature to share and jointly author an agreement with an external party.

Commitment: A feature to capture specific obligations agreed to by both parties in an agreement. Commitments have to be fulfilled by both parties throughout the agreement lifecycle. For example, specific deliverables that have to be made by the supplier on a regular basis and payments that have to be made by the organization to the supplier, within the agreed time frame.

Contract: See Agreement.

Contract Request: Depending on individual organization's workflow, a Request may need to be raised to have an agreement created and this may be optional or mandatory. A Contract Request contains the information necessary to start drafting an agreement.

Contract Type: Defines the basic structure to create Requests, Clauses, Templates, and Agreements in ICM. It controls what Attributes and Associations should be used. For example, a Master Service Agreement (MSA) Contract Type, defines the Attributes and Associations an MSA will have.

Contributor: A role with view-only access that can observe the Agreement throughout its life cycle. Any changes or feedback can be added through notes so the Primary or Secondary Owner can make the suggested updates. If required, specific rights can be assigned to this role through Role-Action mapping.

 

D

Dashboard: The first page you see on signing in to ICM. It is customizable to display of pre-defined Key Performance Indicators (KPIs) or Dashboard Tiles.

Delegate: A feature that allows you to transfer or assign all your tasks to another user for a specified duration, if you expect to be unavailable during that time. Both you and the delegated user receive the notifications for all your tasks. These notifications are marked as read when either of you open it. Any number of delegations can be set as long as the dates don’t overlap.

Deviation: Any change to what was originally agreed to in an executed agreement, is known as a deviation. These changes have to be reviewed and approved by both parties.

Deviation Approval: Any changes to the originally executed agreement must be approved before they can take effect. Deviation approvals can be auto-triggered when changes are made to certain clauses. Deviation approvers can be pre-defined based on the severity of the deviations.

 

E

Extended View: Data can be displayed in 3 user-selected views: Grid, Extended and Tile on most ICM pages. The Extended view displays the chosen fields in a single row (compact view).

External Reviewer: Third Party reviewer assigned to review an agreement during the authoring phase.

External Signatory: An individual who is a binding signatory for the other party.

 

G

Grid View: Data can be displayed in 3 user-selected views: Grid, Extended and Tile. The Grid view displays the chosen fields in columns (tabular form).

 

I

ICM: Icertis Contract Management. It is an integrated platform to create, execute, and manage agreements with enhanced efficiency and control.

Internal Signatory: An individual who is the binding signatory for your organization.

Is Conditional: An On/Off flag available on the Attributes tab to make an attribute conditionally visible based on a value of another attribute.

Is Lookup: An On/Off flag available on the Attributes tab to make an attribute a lookup for another attribute.

Is Searchable: An On/Off flag available on the Attributes tab to make an attribute searchable.

Is Supersedable: An On/Off flag available on the Attributes tab to replace the existing value of an attribute by a new value, in case of a deviation.
 

 

K

Key Performance Indicators (KPI): Pre-configured saved searches that are relevant for the user role, based on which the performance of specific activities are measured. For example, My Agreements to show all Agreements created by me.

 

L

Lock: A feature to temporarily lock agreements from being updated by any other user.

 

M

Masterdata: Core data essential to operations of businesses and its business units that does not change very often. In ICM, employee or vendor ID, part numbers, state codes, country codes, etc. are examples of Masterdata.

Metadata: See Attributes.

 

N

Notifications: Pre-configured alerts or emails users receive for specific events or tasks that require user actions.

 

O

Observer: A role with view-only access that can observe Agreements throughout its lifecycle. Any changes or feedback can be added through notes so the Primary or Secondary Owner can make the suggested updates. If required, specific rights can be assigned to this role through Role-Action mapping.

On Hold: A feature to temporarily place an Agreement, Amendment or Contract Request that is yet to be executed, on hold.

Own Paper: Company owned agreement template that has company specific clause, terms, and language.

 

P

Primary Owner: A role that initiates or creates the (Draft) Agreement.

Publish: A feature to make a Draft Agreement available to everyone on the team.

 

Q

QR Code: A machine readable code that contains agreement-related information, such as the Agreement code. If enabled, the QR code appears on the PDF after the agreement has been approved.

 

R

Recall: A feature that allows an agreement sent for approval to be recalled if any changes need to be made to it. This results in the agreement sent for approval in getting recalled and changes the state from Waiting for Approval to Draft.

Recall Delegation: A feature that allows any scheduled delegations to be Cancelled.

Reject: An action available to an approver, reviewer or signatory to reject an Agreement or a Contract Request. On rejection, they revert to Draft state.

Replace User: A feature where one ICM user can be replaced by another. Notification of the replacement is sent to both users.

Request: When you want to start creating a new agreement, you can raise a request with the the necessary information required to create the agreement. Raising a request may be optional or mandatory depending on how the ICM workflow is configured in your organization. 

Request for Review: An action (optional) available to the Primary Owner to send an Agreement for review, before it is sent for approval.

Revert Cancellation: A feature that reverts a cancelled Agreement to Draft state.

Reviewer: A role with view-only access that can Review the Agreement throughout its lifecycle. Any changes or feedback can be added through notes so the Primary or Secondary Owner can make the suggested updates. If required, specific rights can be assigned to this role through role-action mapping.

 

S

Secondary Owner: A role that is the co-owner of an agreement with the same set of actions and privileges as that of the Primary Owner. The only exception is that a Secondary Owner cannot remove the Primary Owner from the team.

Smart Link: A feature that gives visibility into other Agreements and Associations in the system meeting a pre-defined criteria. For example, Smart links can link:

• one specific agreement with other agreements for the same vendor
• existing child agreements with it's parent agreement, such as SOWs under an MSA

As a best practice, Smart Links should be set once all Contract Types are defined.

Stand Alone Agreement: An agreement that is initiated without a corresponding Contract Request.

Superseded: Specific attributes, when created, can be flagged to supersede. When there is an amendment to an executed Agreement, the updated values of such Attributes are reflected in the agreement.

 

T

Template: A framework for a standard layout of an Agreement. You can pre-define the attributes that must be included in the agreement that is being created.

Terminated: A state that identifies Agreements that are terminated for whatever reason. No further actions can be taken on terminated agreements, however they remain searchable in ICM.

Third Party: Refers to the other (external) party that the agreement is being executed with.

Third Party Paper: When an agreement being executed is based on the other party's documents / template (as opposed to your organization's), it is said to be using Third Party Paper.

Tile View: Data can be displayed in 3 user-selected views: Grid, Extended and Tile. The Tile view displays each Agreement Code on a separate tile, clicking on which opens the Details page.

Turnaround Time: The time between creating an agreement and the date of its execution.

 

U

Unlock: A feature that lets users unlock Agreements, Amendments and Contract Requests that were locked by them.

Upload Document: A feature that lets users upload either:

• Associated Documents while the Agreement is being authored.
• A scanned copy of a manually signed Agreement.