Objectives
The Review and Negotiation phase of the Contract Lifecycle includes:
The two types of tasks used for collaboration are:
In all these task types, the task owner assigns who will be the reviewers, assigns a due date, and provides a message to the reviewers.
Once you have finished working on the contract documents, you would typically send them to your colleagues for review. The review task can contain a single document, multiple documents in a single folder, or all the documents of the contract workspace.
When the template administrator or contract author creates review tasks, one of the parameters to set is Reviewer Can Edit. The value for this can be Yes or No. In both cases, reviewers can provide feedback regarding the document to the project owner. They can also make changes within the document and provide the modified version of the document to the project owner. The difference is how the contract workspace is updated with the modified documents.
As an example to illustrate the effect of the Reviewer Can Edit field, let’s assume the reviewers have been asked to review the Main Agreement, that the reviewers will make modifications, and provide the modified versions to the project owner.
If Reviewer Can Edit is set to No, when a reviewer views the review task, he can open the Main Agreement, make modifications, and save the modified file to his desktop. He then clicks Complete Review, and the subsequent screen allows him to provide a message to the project owner along with the option to upload his modified document.
He can upload this document by clicking Browse and browse to the location where he saved his modified version of the document. After the reviewer submits the review, the project owner is notified and can view the modified document. Furthermore, he can click the Review Change link to compare the differences between the copy of the document sent to the reviewers and the modified copy sent back by each reviewer. At this point, the project owner can choose to incorporate all, some, or none of the changes proposed by the reviewer. If any changes are accepted, the project owner can then save the Main Agreement in the contract workspace as a new version and incorporate a version comment explaining the change. The key point here is that the Main Agreement in the contract workspace is updated only by the project owner. The reviewer cannot update the Main Agreement within the contract workspace directly; he can only provide his modified version to the project owner.
If Reviewer Can Edit is set to Yes, when you submit the task the document is automatically locked, indicated by the Lock icon on the Documents tab. This allows only one reviewer to modify the document at a time. If any other user tries to open it, it will be opened as a Read Only document. The reviewer will view the review task, open the Main Agreement, and make modifications. It is best practice that the Track Changes is turned on while the reviewer makes changes. This will allow the project owner to easily identify what was changed when they later view it. The reviewer saves the document and closes Microsoft Word. The system then displays the Document Update pop-up. If the reviewer selects Update Now, the reviewer can save the document as a new version and input a version comment. Then the reviewer can click the Complete Review button and provide a message for the project owner. The key point here is that the reviewer can update the Main Agreement directly in the contract workspace.
The project owner is notified that the reviewer has completed the review and can open the document in Microsoft Word. The project owner can then accept or reject the changes made by the reviewer using Microsoft Word.
When done, the project owner saves any changes and closes the Microsoft Word window. The system then displays the Document Update box. If the project owner selects Update Now, the system will display the Review Changes screen showing all clauses that were changed, and prompt him to save the document as a new version and input a version comment. In this example, we see that both the reviewer and the project owner have the ability to update the Main Agreement within the contract workspace. The last step is for the project owner to mark the task as complete. This action unlocks the document.
Once you have submitted a document for review/approval/negotiation, you can track the status by viewing the task details. This screen provides easy access to all the reviewers comments, attachments and revisions, as well as a summary of who has reviewed the document and which reviews are still pending.
A negotiation task supports multiple rounds of back and forth between two parties to reach an agreement on the content or wording of a specific document or group of documents.
Process flow depends on if the supplier or customer is:
OR
Giving access to your suppliers or customers to log directly into your SAP Ariba Contracts site and applicable contract workspaces is optional. It can enhance collaboration and improve efficiencies during negotiations, some organizations prefer to allow only internal users direct access to contract workspaces.
Negotiation is commonly used by procurement professionals to negotiate with suppliers, and by sales professionals to negotiate with customers.
In SAP Ariba Contracts, you have the option of registering external parties on your system. They will receive a username and password, and will be able to log into the system. External users can view only contract workspaces in which they are team members. They cannot see any other projects or contract workspaces in the system. Furthermore, their view of the content within the contract workspaces they can see is limited. For example, external users do not see the message board or the list of project tasks and phases. They are able to see only those tasks in which they have been given a role, such as reviewer, approver, or signer.
Giving access to your suppliers or customers to log directly into your SAP Ariba Contracts site and applicable contract workspaces is optional. Although it can enhance collaboration and improve efficiencies during negotiations, some organizations prefer to allow only internal users direct access to contract workspaces. If this is the case with your organization, you can add your suppliers or customers to your contract workspace as email reviewers within your negotiation task rather than adding them as team members.
In either case, negotiations between you and external parties are managed and captured in SAP Ariba Contracts. The process flow for the negotiations is slightly different in each scenario.
If your supplier or customer is a member of the contract workspace team, then they will be able to view the Documents area of the contract workspace. If desired, specific documents and/or folders can be hidden from them by setting the access control on those documents or folders directly. Unlike internal users, external users can see only the current version of the documents within the contract workspace. For example, if there are several versions of the main agreement within the contract workspace due to multiple updates, external users who have access to the main agreement see only the current version.
Once the documents are ready for viewing by your external party, you can initiate the negotiation task. Click the negotiation task and select View Task Details. Add your external reviewer(s) by clicking the down arrow icon and searching for your supplier from the list of registered users. Specify the due date and provide a message. The reviewers (negotiators) will be asked to review the document(s) associated with the task. That can be either a single document or a folder containing multiple documents. You have the option to include additional documents by clicking Additional Attachments... And browsing to the location of those documents. When you click Submit, the system sends a notification and an email to your reviewers indicating that they have been assigned an action in your contract workspace. The email will also contain a link to the log in page of your SAP Ariba Contracts site.
When the reviewers log into the site, they can view the negotiation task, the message you provided, and the associated documents. They then have the option to click Accept Proposal to accept the document or folder of documents as is, or click Create Counter Proposal and submit comments and their version of the contract documents.
External Reviewers are people who do not have the ability to log into your site. Rather than adding them as team members to your contract workspace, you add them as email reviewers to your negotiation task. An email reviewer has the same role as a reviewer with system access, but communication is managed through email. Email reviewers will receive an email, and the associated documents will be included as an email attachment.
Before providing the documents to your email reviewers, you can remove red lines using the method described earlier. When you submit the negotiation task, the system emails the current version of the document(s) to the email reviewers. If the negotiation task is associated with only the main agreement (rather than a folder, as in our example) there is another option available to you to provide a clean copy of the main agreement to your email reviewers. The clean copy is generated automatically, without any manual effort on your part.
Click New Email Reviewer to add a new email reviewer to your site. The task owner provides a due date and an initial message. The initial message lets the reviewers know what to do. In a Negotiation Task, the initial message is required. In a Review Task, the initial message is optional. If you have selected an email reviewer, when you click Submit the system sends an email to the email reviewer with the document (or folder) as an attachment. The system sends the email, but the ‘from’ address is the email address of the task owner. This makes it more likely to be opened and read than if the email came from a generic system email address.
The reviewer responds by replying to the email with comments and optionally attaching new versions of the document(s) reflecting any suggested changes.
The task owner transfers this email feedback into the workspace on the email reviewer’s behalf. If the email reviewer has included a revised version of the document, the task owner can merge the document with the current one, replace the document, or reject the changes and do nothing. If you do attach the email reviewer’s counter proposal into the system, the system will automatically send an email to the reviewer containing the message and any documents you uploaded on his behalf. This provides a good audit trail so the email reviewer can be sure you correctly input his counter proposal into the system. Email attachments are not encrypted. If your organization does not allow non-encrypted contract documents to be emailed, then the reviewer should be added as a user to the system.
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