How should retailers manage their legacy contracts with SaaS based Contract Management Offerings?

May 18th, 2010

We are all aware that the majority of retailers large and small do not have contract management solutions in place. In order to mitigate their risk, where should focus be placed when beginning implementation?

With the release of SafeContract™ Software as a Service offering or hosted software solution we have had many conversations with dozens of retailers as to what is the best way to store and leverage the language or data within existing contracts. My answer has always been the same and that is the identification of your Metadata.

According to Wikipedia Metadata is loosely defined as data about data. Though this definition is easy to remember, it is not very precise. The strength of this definition is in recognizing that metadata is data. As such, metadata can be stored and managed in a database.

When we think about contract management, we need to be thinking about mitigating risk and not necessarily all of the language embedded in a contract. On many occasions this information is listed on addendums or attachments. For sake of simplicity, and this is certainly not an exhaustive list the following twenty items reflect the metadata you might want to hi-lite and set alert targets against in storage of current contracts.

1. Supplier or Seller Information
2. Purchaser or Buyer Information
3. Detail of Goods to be purchased
4. Detail of Services to be purchased
5. Delivery Timeline Details of the Goods and or Services
6. Agreed Upon Price
7. When and where should payments are to be made?
8. Payment Terms 
9. Down Payment Terms 
10. Delivery Dates
11. Delivery Location or locations
12. Risk of Loss or Damage and transfer language
13. Is Assignment of this Agreement Allowed?
14. Detailed Warranty
15. Trademark infringement language
16. Origination Dates
17. Termination Dates
18. Termination Notice
19. Additional Clauses
20. Signature Details

The above should be data that is considered for inclusion during the review process that your solution provider puts in place for you during the early stages of implementation, training and review of your new contract management SaaS offering.

We look forward to and appreciate your comments.

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