Authoring For Exari Contracts PDF

Authoring
Guide

Exari Contracts
Authoring for Exari Contracts Guide

Document Reference: Authoring for Exari Contracts
Version Number: 0.1
Date: 25-Jul-17

Authoring for Exari Contracts
1 Table of Contents
2 Revision History & Approvals ............................................................................................................................................. 3
2.1 Document Revision History ....................................................................................................................................... 3
3 Executive Summary ............................................................................................................................................................ 4
3.1 Purpose of Document ................................................................................................................................................ 4
3.2 Proposed Audience .................................................................................................................................................... 4
4 Exari Contracts Overview ................................................................................................................................................... 5
4.1 The Exari Contracts Platform ..................................................................................................................................... 5
4.2 The Universal Contract Model ................................................................................................................................... 5
4.2.1 The UCM Object Model ......................................................................................................................................... 5
4.2.2 The UCM Data Dictionary ...................................................................................................................................... 6
5 Authoring Principles ........................................................................................................................................................... 9
5.1 Data passed into the Exari DocGen template .......................................................................................................... 9
5.2 Data passed back to Exari Contracts ...................................................................................................................... 11
5.3 The importance of Relations .................................................................................................................................... 13
5.4 Final Data Capture ................................................................................................................................................... 15
5.5 Reporting data ......................................................................................................................................................... 17
5.6 Workflow triggers .................................................................................................................................................... 17
5.7 Mandatory requirements ........................................................................................................................................ 18
5.8 Summary of Principles ............................................................................................................................................. 22
6 Authoring in Practice ........................................................................................................................................................ 23
6.1 Step by step guide ................................................................................................................................................... 23
6.1.1 Template Logic .................................................................................................................................................... 23
6.1.2 Order Transactions .............................................................................................................................................. 25
6.1.3 Data Capture Summary ....................................................................................................................................... 26
6.1.4 Template Group Logic ......................................................................................................................................... 27
7 General Authoring Notes .................................................................................................................................................. 31
7.1 Publishing Templates to Exari Contracts ................................................................................................................. 31
7.2 Guidance Notes / Tips .............................................................................................................................................. 34
8 Appendix ........................................................................................................................................................................... 35
8.1 Definitions ................................................................................................................................................................ 35
Copyright 2017 Exari All rights reserved. www.exari.com | 2

2 Revision History & Approvals

2.1 Document Revision History
Version Description / Changes Author Reviewer Date
0.1 Initial Draft Simon McCarthy

th
19 July 2017
(draft)
1.0
1.1
1.2

3 Executive Summary
3.1 Purpose of Document
This document describes how Exari DocGen smart templates need to be authored for the Exari Contracts platform. It acts
as a guide for implementation and should be used in conjunction with existing authoring resources available on the Exari
Knowledge Base.
3.2 Proposed Audience

The intended audience of this document is the Exari Power Author(s) responsible for automating / creating Exari smart
templates. The author will be able to use these instructions to either modify an existing XML template so that it is Exari
Contracts ready or apply these rules from the beginning of the template creation process. It is assumed that the authors
are already familiar with the basic concepts of template authoring as covered by the Exari Power Author training course and
have used / seen a demonstration of the Exari Contracts platform.
Supplementary documents recommended for inclusion with this guide are
UCM Data Dictionary spreadsheet
Contracts Authoring.zip (sample templates / template group)

4 Exari Contracts Overview

4.1 The Exari Contracts Platform
Exari Contracts is a Contract Lifecycle Management (CLM) platform designed to address the full spectrum of contracting
challenges. The platform enables the management, creation, negotiation, approval, execution, tracking and analysis of
contracts throughout the entire contract lifecycle. This guide will focus specifically on creation and how the Exari DocGen
wizard can be used to create the first draft of a contract (capturing data as the user works through a dynamic interview
process for content creation), validate that data at the point of execution (something we call Final Data Capture) and
potentially change that data in the future as a result of some kind of contractual change (i.e. Amendment).
4.2 The Universal Contract Model

Contracts are complex and gaining visibility into them (translating legal terms into actionable data) can be a challenge for
many organisations. The Exari Universal Contract Model (UCM) is designed to make this process as simple as possible by
enabling the instant capture of data (100% visibility into your entire contract portfolio) whilst automatically rolling-up
transaction specific information (data from Orders, Amendments etc.) into the Master Agreement for a real-time view of
prevailing terms. To achieve this, the UCM requires two key component parts an Object Model and a Data Dictionary.
4.2.1 The UCM Object Model
The Object Model defines the various objects that make up a contract. These include the parties (Legal Entities /
Organizations), the Contracts themselves, the various Transactions within those contracts (the original contract, an
Assignment, an Amendment etc.) and the documents within those Transactions (the Agreement and Schedule, a Deed of
Assignment, a Change Order etc.). The following diagram illustrates the possible relationships between these various
objects -

Image: Universal Contract Model - Objects

Not all contracts will require all objects but it is important to know that Exaris UCM will have the breadth to support all of
these different contractual scenarios. Understanding how these objects relate to each other is imperative before
attempting to capture / understand the data within each.
4.2.2 The UCM Data Dictionary
The second part of the UCM is the Data Dictionary. This delivers a comprehensive view of all contractual rights, risks,
obligations and performance provisions within each Transaction. This Dictionary is extendable and can be configured to
meet the individual customer needs. Similar properties can be grouped together for easier visualisation, search and
reporting (i.e. Contract Details or Relationship Management). The Data Dictionary is maintained centrally in the Exari
Contracts platform but each property can be collected during the interview driven creation process. As questions are
answered, the data is mapped to the relevant property(s) in the Data Dictionary.

Image: Universal Contract Model Data Dictionary

Seeing a contract in Exari Contracts brings the UCM to life. As an example, the screenshot below shows a contract record
with two Legal Entities, many Transactions (the various items in the tree diagram on the left) and the various documents
inside those Transactions (the Documents pane on the right). The Actions bar in the centre offers the user the ability to
create new transactions as and when required (i.e. Create Order, Terminate or Rescind). These actions can launch
different smart templates as and when required -


Image: Options available to the user at the deal level
The data for each Transaction is summarised via the Properties pane in the centre of the screen. Clicking Show More
Properties will pop-up all of the core Data Dictionary properties captured for the Transaction in question

Image: Properties from the contract interview populating the Data Dictionary visible in the Contracts UI
Note that once a Transaction moves from a Draft status to an Active status, its data can roll up into the Master. Clicking
the top-level properties then, will show an accurate picture of the contract as a whole at that point in time.
From here it is then possible to search or filter across your contract portfolio via these specific properties


Image: Contracts Search
And report on these properties

Image: Reports dashlet on the User Dashboard
In summary, the modelling of contract objects combined with a robust Data Dictionary enables unparalleled visibility into a
contract portfolio.


5 Authoring Principles
In order for smart templates to run in Exari Contracts, the author needs to ensure that the appropriate logic is in place such
that the correct templates are launched at the correct points in the process (i.e. when the user clicks Create Amendment,
they want the Amendment template to fire as part of an Amendment Transaction) and that the appropriate data is
collected from those templates to populate the UCM Data Dictionary. This section of the guide will describe some of the
key principles / mandatory requirements for authoring.
5.1 Data passed into the Exari DocGen template

When templates are launched from Exari Contracts, a number of properties are always automatically passed into Exari
DocGen. Some of these are required for each template to run in Exari Contracts (see the sub section 5.6 below) whilst
others can be used by the author to meet certain client use cases / requirements. External Query variables can be set up in
templates with the corresponding variable names from the table below. These External Queries can automatically consume
the data received from Exari Contracts
Variable Name Description Examples Use Cases
docversion_ext The version number Launching the interview for the first time would be 1.0. - Mandatory variable
of the document in If a document is then generated and the user clicks required for Exari
question. Return to Interview, this would be 1.1 Reporting
- The customer requires
the document version
number to show in the
output document (i.e.
footer)

ContractAction The type of action One of three options - Can be used to
being performed in determine which
Generate (always passed when drafting a
Exari Contracts template fires in a
contract)
Template Group (i.e.
Capture (always passed when performing a launch Template X
data capture) when drafting and
launch Template Y
Correction (always passed when making a when performing a
correction to an active contract) data capture)
TransactionType The type of One of the following options - Can be used to
Transaction in Exari determine which
CreateContract (always passed when creating
Contracts template fires in a
a new contract)
CreateOrder (always passed when creating a launch Template A for
new Order) the Amendment and
Template B for the
Amend (always passed when creating an Termination)
Amendment)
Rescind (always passed when creating a
Rescission)

Terminate (always passed when creating a

Termination)
Renew (always passed when creating a
Renewal)
Assign (always passed when creating an
Assignment)
Novate (always passed when Novating)
ContractStructure The type of Contract One of three options - Can be used to store
the Contract Type in
Standalone (A Standalone Contract)
the answers (for
Master (A Master Agreement) reporting)
Order (An Order under a Master Agreement)

Status The status of the Statuses are configurable but the out of the box options - Can be used to
Transaction in Exari are determine which
Contracts template fires in a
Request
Draft launch Template C
when status is Request
Negotiation With Counterparty and launch Template D
Negotiation With Us when status is Draft)
Final Pending Approval

Final Pending Signature
Signature Cancelled
Signature Declined
Final Pending QA
Active
Legacy Import
Expired
Terminated
Rescinded
Terminated with Active Orders
ContractId The Contract A six-digit number generated randomly when the - The customer requires
Number in Exari Contract is first created (i.e. 421198) the Contract Number
Contracts to show in the
document (i.e. header)
SiteId The unique URL As an example, the Site Name McCarthy Inc would - Mandatory variable
name for the Exari have a unique URL name of mccarthy-inc required for Exari
Contracts site that Reporting
the Contract lives on

GroupMembership The Exari Contracts Will be in the form of a comma separated list. As an - Can be used to
User Groups that example determine which logic
the user running the Legal_Approvers,Super_Users,Commercial_Approvers fires in a Template (i.e.
interview belongs to User Group
Legal_Approvers are
asked question 1 whilst
Commercial_Approvers
are asked question 2)

Example External Query which allows the template to consume Contracts data:

Image: SiteID External Query created in Power Author
5.2 Data passed back to Exari Contracts

In the same way that a template can consume data from Exari Contracts, it can also push data back at the end of the
interview process. This is essentially how the UCM Data Dictionary is populated. Variables can be tagged with the relevant
UCM property and this value will then feed into the Exari Contracts User Interface. As an example, it could be that there is a
User Text Question called CounterpartyName.UTQ this could be mapped to the UCM property CounterpartyLegalName.
Another example could be a multiple-choice question called ContractType.MCQ this could be mapped to the UCM
property ContractType. The important thing to note here is that any variable of any logic type can be tagged with a UCM
specific property.
A master UCM Data Dictionary is available from Exari. It shows the Property Group Name, the Property UI Label (what the
user sees) and the Property Name (system name) along with the datatype of the property and whether it can be multi
valued (Counterparty Details for example, could be repeatable as there may be more than one Counterparty). There are

circa 250 properties in the out of the box Data Dictionary. As part of a project / implementation, it may be that the model is
extended to include customer specific property groups and properties

5.3 The importance of Relations

Relations are effectively a way of tagging variables in the logic file. In Power Author, Relations can be added to any
variable by clicking the green + option button in the top left of the logic edit screen

Image: How to add a relation to any variable
This is how we determine if the logic item needs to be part of the UCM Data Dictionary. We add a Relation and then choose
the AlfrescoMetadata relation type from the Field dropdown

Image: Applying a Contracts relation
Then we type in the Property Name in the FieldValue (the name as per the Exari master UCM Data Dictionary it must be
a character by character match with no spaces)

Image: Mapping the relation to a specific field in the Data Dictionary

Saving this change will ensure that when the question is answered in the interview, the answer will make its way into Exari
Contracts

Image: Interview question where Contracts relation has been applied

Image: Answer provided in interview displaying within the Contracts Data Dictionary
There are a number of other Relation types available (these will be covered in more detail later in this document). For
reference, these are
Relation Field Description
alwayssave Saves the answer to the Answer Manager (typically applied to logic types that are not
saved by default External Queries / Database Queries etc.)
dontsave Intentionally omits the answer from the Answer Manager (typically applied to logic
types that are saved by default User Text Questions etc.)
dontload Ensures the saved answer isn't loaded on a return to interview (typically applied
when wanting to reinitiate a look up from an external source)

AlfrescoMetadata Maps the variable answer to the relevant property in the UCM Data Dictionary
copysafe-OrderContainer Will ensure that the value from the Master is kept for use in the Order
copyto-OrderContainer Will map the variable's answer to a new Order- specific variable named in the
corresponding FieldValue (e.g. "MasterTitleLookup")
resetcopy-CreateOrder Will use the Master's answer as a default in the Create Order transaction (forcing the
question to be re-evaluated in the Order interview)
contracts-OrderAggregate-Sum = ContractValueCommitted: This is to ensure that the value of the Order rolls up to
the total committed value at the contract level
contracts-TransactionOnly Flags that the variable is specific to the Transaction (i.e. DateEffectiveTransaction)
and not the master

5.4 Final Data Capture

Exari Contracts enforces a Final Capture step prior to being able to set a Contract as Active in the system. The Final
Capture action is enabled when setting the Transaction status to Final Pending QA

Image: Edit Status selected by user to change status to Final Pending QA


Image: Final Capture action available at transaction level
This step is mandatory for a number of reasons
Final Capture forces the end user to check that the data they have collected to date is accurate (the answers they
gave during the initial drafting / creation interview may no longer be relevant / up to date as the document has
likely been negotiated off platform)
Final Capture provides an opportunity to ask any additional questions that were not relevant / known at the time
of initial drafting but are useful pieces of data to commit now (an example might be Total Number of Legal Hours
spent on this contract this would only be known at the point of execution)
Final Capture clears out stale data from the Answer Manager so that the answers committed to Exari Contracts
(and the reporting database) are clean. In other words, only the questions that are validated at Final Capture can
make their way into the reporting database (DB) and only questions validated at Final Capture can be re-used in
downstream Transactions (or indeed in a clone of one contract to another). An example could be that there was a
multiple-choice question What is your Favourite Colour? with four possible options Red, Blue, Green or Other.
When first drafting, the user selected Other and a follow-on User Text Question allowed them to type in Purple.
At this point, the Answer Manager holds two answers one for the MCQ (Other) and one for the UTQ (Purple).
Perhaps the user then returns to interview and changes their answer from Other to Blue. At this point, the
Answer Manager still holds two answers one for the MCQ (Blue) and one for the UTQ (Purple). Just because
Purple is no longer relevant, doesnt mean its not persisting in the Answer Manager. Final Capture ensures that
the UTQ (and its answer Purple) are cleared out of the latest version of the answers as the data is stale and not
an accurate reflection of the most up to date data for this particular contract.
Final Capture typically uses a separate template which outputs a term sheet or high level 1 2 page summary of
the key Contractual Terms. This is a great way for end users to quickly review / understand the main points about a
Contract / Transaction without having to read the entire Contract in full
A consideration then, is that a contract being generated via Exari Contracts should be a template group with a minimum of
two templates
The drafting template (i.e. the Non Disclosure Agreement / Master Services Agreement / Consultancy Agreement
etc.)
A dedicated Capture Template (to validate that data in the drafting template / output a summary of terms)


Image: Drafting template output Image: Capture template output
5.5 Reporting data

An ETL (Extract, Transform, Load) process is responsible for extracting the raw data from the Exari Answer Manager DB,
transforming this (applying structure and rules to the data) and loading the data into its end target (the reporting DB). Out
of the box, Exari Contracts has an inbuilt ETL that feeds from our Contract Summary template (which ships with all Exari
Contracts installations). It is important to note that whilst any data can be reported, an ETL will be required on a template
by template basis to ensure the data is consistently structured in the reporting DB. It is therefore recommended to use as
much of the logic from the Contract Summary template as possible in downstream templates as the transform process will
be able to handle this with minimal rework from an IT resource (the variable naming conventions etc. will be consistent).
The Contract Summary template (Contract-Summary-CM.xml) can be found in the Exari DocGen Template Repository here

Image: Contract Summary template for Contracts in the DocGen Repository
5.6 Workflow triggers

It is possible to trigger a workflow in Exari Contracts from variables in the template. The following parameters can be set -
Variable Description
WorkflowApproach Options are RiskRating or ApproverGroup controls the type of workflow being triggered
CompletionStatus Options are Draft or Final determines when the workflow is triggered (only when set to
Final)
ApprovalsRequired If the WorkflowApproach is ApproverGroup, this variable allows the user to specify which
group(s) to be notified via a comma separated list

ApprovalFlow If the WorkflowApproach is ApprovalFlow, this variable determines if it will be Parallel or

Serial
TaskDueDate Allows the user to specify when the workflow task will be due
RiskRating If the WorkflowApproach is RiskRating, this variable determines the rating (0, 1 or 2)

It is also possible to capture data in the interview that is used by a downstream DocuSign workflow. Further details of this
are in the DocuSign Installation and Configuration guide.
5.7 Mandatory requirements

There are a number of mandatory logic items that need to exist in any template for it to successfully run in Exari Contracts.
Some of these variables are required by the Reporting DB whilst others are simply to populate the Contracts UI with
meaningful information.
The mandatory variables for reporting are as follows

Subject Variable Description
All Contracts Data Report SiteId This is the SiteID (unique URL name for the Exari Contracts
Site) and is always passed from Exari Contracts to DocGen on
Relation: SiteID
launch.
Relation: alwayssave
Required for the 'All Contracts Report'
Relation: dontload
docversion_ext This is the document version as passed from Exari Contracts
to DocGen on launch.
Relation: ContractLatestVersion
Required for the 'All Contracts Report'
Relation: dontload
CounterpartyCountry_First Country of the first-named Counterparty
Relation: N/A Required for the 'All Contracts Report'
If multiple countries are recorded (i.e. the Counterparty logic
is in a repeat), a calculation is required to take the first
country in the list. An example of this calculation can be
found in the out of the box Contract-Summary-CM.xml
template (files/Demonstration/Contracts)

The mandatory variables for the Contract Description are

Contract Description Property: Effective Date Required for the Contract Description: "Effective
{DateEffective} Between {OurLegalName} and
(Exari Contracts UI) Variable: DateEffective
{CounterpartyLegalName}" in the Contract UI
AlfrescoMetadata Relation: DateEffective
This date field must be in the format 'MMM dd,
Relation: copysafe-OrderContainer yyyy', so if the chosen variable is not in this format,
a 'DATE_FORMAT' calculation will be required, and
Relation: copyto-OrderContainer the relation applied to the calculation.
Note that if not captured (it may be that the
document does not have an effective date or it isn't
known at the point of drafting) then this simply
won't display in the Contract Description
Property: Our Legal Name Required for the Contract Description: "Effective
{DateEffective} Between [OurLegalName] and
Variable: OurLegalName
[CounterpartyLegalName]" in the Contract UI
AlfrescoMetadata Relation: OurLegalName
The 'copysafe-OrderContainer' and 'resetcopy-
Relation: copysafe-OrderContainer (optional) CreateOrder' relations are optional but should be
used if the data captured for the Master is required
Relation: resetcopy-CreateOrder (optional) in downstream Order Transactions. A description of
each relation is listed at the bottom of this table
Property: Counterparty Legal Name Required for the Contract Description: "Effective
{DateEffective} Between [OurLegalName] and
Variable: CounterpartyLegalName
[CounterpartyLegalName]" in the Contract UI
AlfrescoMetadata Relation: CounterpartyLegalName
Relation: copysafe-OrderContainer (optional)
Relation: resetcopy-CreateOrder (optional)

These can be found in the Contract UI here

Image: Contract Naming Convention

Note that the Effective MONTH DAY, YEAR text is dynamic if no Effective Date is passed from the template, this text will
not display in the UI.


The mandatory variable for the Contract Naming Convention is

Contract Naming Convention Property: Contract Title Required for default Container Naming Convention -
{siteName} - {ContractTitle} - {UUID}
Variable: ContractTitle
Note that if the default is modified to include
AlfrescoMetadata Relation: ContractTitle
additional properties, these should be specified
Relation: copysafe-OrderContainer (optional) here for reference
Relation: copyto-OrderContainer (optional) This example features the 'copyto-OrderContainer'

relation. This allows the answer from the Master to
be mapped to a new Order-specific variable. The
Order-specific variable name will be the field value
of the relation. As an example, if I wanted
ContractTitle to be passed to MasterContractTitle in
the Order Template, I would add the field value of
'MasterContractTitle' to the relation

This can be found in the Contract UI here

Image: Contract Title displayed in Exari Contracts
Launching templates from Exari Contracts -

Values passed in from Exari ContractAction ContractAction is passed automatically into the template
Contracts to launch the from Exari Contracts.
various template types for
Possible ContractActions:
the appropriate transaction Relation: dontload
types 1. Generate
2. Capture
3. Correction
TransactionType TransactionType is passed automatically into the
template from Exari Contracts.
Possible Transaction Types:
Relation: dontload
1. CreateContract
2. CreateOrder
3. Amend
4. Rescind
5. Terminate

6. Renew
7. Assign
8. Novate
ContractStructure ContractStructure is passed automatically into the
template from Exari Contracts. This identifies the
Contract Type
Relation: dontload
1. Master
2. Standalone
3. Order
Conditions for template TransactionType.CreateContractAND Condition to be applied when launching the initial
firing: Contract (example) transaction / contract
ContractAction.Generate
These would be applied to
TransactionType.CreateContractAND Condition to be applied when launching the capture
the individual templates in a
Template Group template for the initial transaction / contract
ContractAction.Capture
TransactionType.CreateContractAND Condition to be applied when launching a correction
template for the initial transaction / contract
ContractAction.Correction
Conditions for template TransactionType.AmendAND Condition to be applied when launching the Amendment
firing: Amendment transaction / template
ContractAction.Generate
(example)
These would be applied to TransactionType.AmendAND Condition to be applied when launching the capture
the individual templates in a template for the Amendment transaction
ContractAction.Capture
Template Group
TransactionType.AmendAND Condition to be applied when launching a correction
template for the Amendment transaction
ContractAction.Correction

Exari can provide an example template (Contracts Authoring.xml) that includes all of the above mandatory logic items by
default. This template features an invisible ParagraphGroup which can be copied into any template. A combination of this
and merging logic from the Contract-Summary-CM.xml template will give you everything you need for the template to be
Contracts enabled. Alternatively, the Master Services Group (also shipping with the Exari Contracts installation)
showcases multiple templates in a group and how to control each of these so that they launch at the relevant points in the
process.


5.8 Summary of Principles

In summary, there are a small number of variables that must exist in all templates that are launched from Exari Contracts.
There is also then the ability to tag variables with relations (mapping these to the Exari UCM Data Dictionary). Finally, the
combination of TransactionType and ContractAction play a crucial role in a Template Group scenario (enabling specific
templates to be launched at specific points in the lifecycle of the contract).
The below diagram goes some way towards illustrating what can be achieved when simply producing the Initial Contract
(CreateContract Transaction Type) and an Amendment (Amend Transaction Type). You will see that in this example, we can
fire many different templates at different stages in the process. In the example, there are four separate templates
Contract Template (fired during the initial contract drafting process)
Summary Template (the data capture template at Final Capture - for both the initial contract and the amendment))
An optional Correction Template (typically the Correction' action would re-execute the Summary template but
know that it is possible to use a separate template here - a common use case will be allowing end users to make a
correction but restricting which data they can change)
Amendment Template (fired during the amendment creation process)

There is nothing to stop us having a separate Summary Template for the Amendment and Amendment Correction but this
is probably not required in a real world scenario. Furthermore, there is nothing to stop us using the Contract Status (Status
variable) to further control which templates are available at which point in the process. When we have all of the
downstream Transaction Types into play (Renew / Terminate / Assign etc.) the possibilities are somewhat endless.

Image: Example Template Group Structure

6 Authoring in Practice
6.1 Step by step guide
6.1.1 Template Logic
(a) Import the Contracts Authoring.zip into the Exari DocGen Repository (the zip should be included with
this guide). Note that the zip includes a stand alone template (Contracts Authoring.xml) and a Smart
Module version of the same template (Contracts Authoring.sm)

Image: Template Import

Image: Template Import Upload
(b) Import the smart module into the template(s) that will be launched from Exari Contracts (referring the
module would be the best approach as it ensures the module is maintained centrally / separately to the
templates)

Image: External Import Smart Module


Image: External Import Smart Module Popup

Image: Select Contracts Authoring.sm

(c) If importing the smart module and using a single logic file across the template suite then synchronise the
logic
(d) Note that the template contains all mandatory logic required by Exari Contracts including examples of
the conditions that can be applied to templates in a group (to control which templates are launched at
which points in the process). The ParagraphGroup is flagged as hidden meaning it wont show in the
output document but will execute the relevant logic. Enabling test mode or disabling the hidden
parameter will expose the ParagraphGroup in the output document (useful for diagnosing any template
issues)

Image: Exari Contracts Authoring

(e) It may be that some of the variables in the ParagraphGroup already exist with alternative names / topics
in your template be sure to replace your existing variables with those defined in the new
ParagraphGroup. The variable names / topics / questions etc. can change. The important thing to note is
that the relations set on the variables should not change. Beware situations where your template
already contains variables with matching names. In this scenario, the existing logic will trump that of
the template / smart module and some cross checking / manual updating will be required
(f) Determine if any of the pre-existing template logic should be mapped to the UCM Data Dictionary (the
business / document analyst should have provided this to the author as part of the requirements
gathering phase)
(g) Apply the relevant AlfrescoMetadata relations to those variables that should be mapped to the Data
Dictionary. A tip here is to consider merging in logic from the Contract-Summary-CM.lgc file as this
holds all of the out of the box Exari Data Dictionary properties by default
6.1.2 Order Transactions
(a) If using downstream Order templates, be sure to apply the following relations where applicable to your
master template variables
(i) copysafe-OrderContainer will ensure that the value from the Master is kept for use in the Order
this can be used in conjunction with:
1. resetcopy-CreateOrder which will use the Master's answer as a default in the Create Order
transaction
2. copyto-OrderContainer which will map the variable's answer to a new Order-specific
variable named in the corresponding FieldValue (e.g. "MasterTitleLookup")
(b) if you don't have Copysafe-OrderContainer on anything, then every value will be kept for use in the
Order
(c) When you create an Order, the system will first create an Order Container behind the scenes where the
copying in step (a) above happens
(d) immediately following, the Create Order transaction will be created based on the Order Container's
answers
(e) Orders can't have a different currency from the Master, so you need to use MasterValueCurrencyLookup
in your Orders to insert the Master currency
(f) The Order value variable (e.g. "OrderValueTotal") needs to have the Relations:
(i) AlfrescoMetadata = OrderValueTotal
(ii) contracts-OrderAggregate-Sum = ContractValueCommitted (this is to ensure that the value of the
Order rolls up to the total committed value at the contract level)
(iii) alwayssave = true
(iv) dontload = true
(g) You can reference the parent master agreement in your Order by copying the following from the
Contract Summary template: "Made under MasterTitleLookup dated MasterDateEffectiveLookup
between MasterPartiesLookup"
(h) In the Contracts Template Bank, make sure you set the properties for your Order template to:

(i) Interview Type = Order

(ii) Exari Template Path = the path of your Group resource
6.1.3 Data Capture Summary
(a) With the Summary template, you can copy from the Contract-Summary-CM.xml template then:
(b) one approach is to always adopt only one of the 3 Basic / Intermediate / Detailed responses (usually
Intermediate):
(i) delete structures that have the unwanted Capture.* conditions on them
(ii) remove the remaining Capture.* conditions from use in the template so you don't get asked the
Type of Capture question
(c) another approach might be to hardcode responses for specific TransactionType scenarios.
(d) If the data dictionary has been customised, then it may be that the Data Capture template is built from
scratch
(e) You will need to determine if a separate Data Capture template is required for each template type or
whether a single generic capture template can sit across the entire document suite (all template types).
Note that if a variable is unique to a particular drafting template (i.e. an NDA) and it is not validated as
part of the Data Capture process, it will not be available for use in downstream transactions or cloned
deals


6.1.4 Template Group Logic
(a) The Template Group should hold all templates relevant to the Exari Contracts process. As a minimum this
would typically be the Contract Drafting template and the Data Capture template. In a more
sophisticated example, this could include separate Amendment / Termination / Novate etc. templates
(b) Once the resources have been added to the group, the relevant combination of ContractAction and
TransactionType conditions should be built and applied to the relevant resources. This will ensure the
appropriate templates fire at the appropriate points in the process.
Example Goal:
Get an Amendment Letter template to fire on an Active contract (i.e. clicking the Create Amendment action should
trigger the Amendment interview)
Example Authoring Solution:
In the template Group, add the Amendment Letter template as a resource

Image: Group Add Resource
Create an ExternalQuery named 'ContractAction' (if not in the logic already)

Image: ContractAction variable

Create an ExternalQuery named 'TransactionType' (if not in the logic already)

Image: TransactionType variable
Create a ConditionExpression where ContractAction is answered Generate (Condition 1)

Image: ContractAction.Generate condition

Create a ConditionExpression where TransactionType is answered Amend (Condition 2)

Image: TransactionType.Amend condition
Create a ConditionExpression where Conditions 1 and 2 are true (Condition 3)

Image: TransactionType.Amend condition

Apply Condition 3 to the Amendment Letter resource in the Group

Image: Group Resources and Conditions
From a Contracts perspective, we would manually launch the Amend action at the deal level (this action is in the default
configuration and is only available once the contract is Active). This would pass the 'TransactionType.Amend into the Group
and launch the Amendment Letter template

Image: Create Amendment via Exari Contracts

7 General Authoring Notes

7.1 Publishing Templates to Exari Contracts
Once a template is ready to be tested / exposed to Exari Contracts, the author needs to publish the template in the Exari
DocGen repository. The author / admin then needs to log into Exari Contracts and click the Repository link in the ribbon at
the top of the screen

Image: Exari Contracts Ribbon
The Repository folder view will open. Expand the Template Bank folder in the Repository folder view

Image: Template Bank folder in Repository view

By default, all newly published templates will be available in the New Templates folder

Image: New Templates Folder
Templates in the New Templates folder can only be launched from the Template Bank by an Administrator. If the user
wishes to expose the template to end users, they need to move the template to an alternative folder location (the product
ships with a folder called Published Templates by default but you do not have to use this. Before moving the template, the
user should configure the Template by clicking Edit Properties against the relevant template record

Image: Edit Template Properties
The Template Properties popup will open

Image: Template Properties Popup

The user will have the option to edit the following
Field Description
Name Display name for the template in the Template Bank
Title Title as exposed in the My Contracts dashlet Smart Template dropdown
Template Use Description of the template (pre-populated from DocGen). Will display in a
hover note in the Template Bank
Allow Create Interview? Determines if it is possible to launch a Creation (drafting) template at the start
of the process
Allow Data Capture? Determines if it is possible to launch a Data Capture template at the start of
the process
Allow Create Amendment Interview? Determines if it is possible to create an Amendment as part of the Contracts
lifecycle
Output Document Format DOCX / PDF / RTF dropdown
Interview Type Contract / Order dropdown (setting as Order will treat the template as an
Order of a Master and will force the user to associate the Order to a pre-
existing deal before launching the interview)
Master Agreement Flag as to whether or not the template is a standalone agreement or a Master
(which can then support downstream transactions such as Orders)
Order Template Allows the user to choose a template (or group) from the Template Bank which
will be the dedicated Order Template for this Template type. This template will
be called when clicking the Create Order action in a Contract
Output Container The Contract Naming Convention for this Contract (Container Bank is covered
by Admin Training)
Template Status Current / Archived (Archived will hide from view for all users)

Set the relevant configuration options as required and then move the template to the appropriate folder in the Template
Bank to complete this setup

Image: Move To Template Bank

7.2 Guidance Notes / Tips

Templates should be authored in a Group structure:
As a minimum:
Group
o Standalone Agreement template
o Summary template
Full-blown:
Group
o Master Agreement template
o Standalone Agreement template
o Summary template
o Order template
o Amend template
o Renew template
o Assign template
o Novate template
o Terminate template
o Rescind template
Certain logic items must always be included in the template for downstream Contracts functionality (e.g.
reporting)
Use the Logic Export to Excel as a way of quickly visualising all of the Relations
Ensure Relations are not duplicated (unless there is a valid use case to do so)
A small number of properties in the Data Dictionary can be multi valued (i.e. Counterparty Name)


8 Appendix
8.1 Definitions
Name Definition
CLM Contract Lifecycle Management
Exari Contracts The end to end Contract Lifecycle Management solution from Exari
Exari DocGen The Document Generation component of the Exari solution
UCM Universal Contract Model
Object Model The objects that make up Exaris Universal Contract Model
Data Dictionary The properties that make up Exaris Universal Contract Model
TransactionType A Transactional object that forms part of the Object Model
Relations DocGen tags which give template logic items special attributes for the Data Dictionary and
Object Model


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Authoring

Version Number: 0.1

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2 Revision History & Approvals

Version Description / Changes Author Reviewer Date

0.1 Initial Draft Simon McCarthy

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3.2 Proposed Audience

UCM Data Dictionary spreadsheet

Contracts Authoring.zip (sample templates / template group)

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4 Exari Contracts Overview

4.2 The Universal Contract Model

4.2.1 The UCM Object Model

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4.2.2 The UCM Data Dictionary

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And report on these properties

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5.1 Data passed into the Exari DocGen template

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Terminate (always passed when creating a

Order (An Order under a Master Agreement)

Final Pending Approval

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5.2 Data passed back to Exari Contracts

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5.3 The importance of Relations

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5.4 Final Data Capture

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This step is mandatory for a number of reasons

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5.5 Reporting data

5.6 Workflow triggers

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ApprovalFlow If the WorkflowApproach is ApprovalFlow, this variable determines if it will be Parallel or

5.7 Mandatory requirements

The mandatory variables for reporting are as follows

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The mandatory variables for the Contract Description are

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The mandatory variable for the Contract Naming Convention is

Relation: copyto-OrderContainer (optional) This example features the 'copyto-OrderContainer'

Launching templates from Exari Contracts -

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5.8 Summary of Principles

Contract Template (fired during the initial contract drafting process)

Amendment Template (fired during the amendment creation process)

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6.1.2 Order Transactions

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(i) Interview Type = Order

6.1.3 Data Capture Summary

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6.1.4 Template Group Logic

In the template Group, add the Amendment Letter template as a resource