Not all contracts are created equal and treating them as such feels very 2000s

I think it is safe to say that I have done a fair amount of travel over the years.  As such I like to consider myself somewhat of a connoisseur of airports in general. Although the quality of the lounge, restaurants or airplane can really vary, the underlying process steps are relatively simple and consistent: check-in, security screen, passport control, wait, board, fly. But even in a straightforward process as I just described, the variety of user experience, bells and whistles, options and speed of those steps can be incredibly different from location to location. Shoes on vs shoes off, belt ok but watch is a danger, computer in bag or out, liquids in a bag please. The last one drives me crazy when people still show up to Heathrow with 15 unmarked bottles of liquid and get upset that they can’t bring it onto the plane. You have seen this too. You know you have. The permutations are interesting to track and the logic behind which one can be opaque at best. But the steps of check-in, etc. are all necessary steps to get you where you need to go: on to the airplane where you can relax or do work and catch up on the movies your partner isn’t interested in watching.    

This got me thinking – the steps of the contract lifecycle are basically the same no matter what. They can be labelled with different taxonomy (because that is value-add obviously) but in principle the same things have to happen each time and the parties end up (most of the time) where they want to go – a signed deal. I was going to add “a signed deal that they won’t ever look at until something avoidable goes wrong” but thought that that was too cynical for this early in the year. But let’s push this analogy a little further. I spend a lot of time in security lines at airports. This is more of an aggregate amount of time vs individual trips, but suffice it to say, the experience really varies depending upon how much thought was put into this “intake” before it was used. Similarly, if your company is using an intake process, form or tool with your legal department, contracts team or outsourced provider, the thought process around this entry point really sets the tone for your experience thereafter.  A quick run through security with limited disturbance and life is good, travel is the greatest thing and roll-on beverage of choice.  A painful, delayed, clumsy process and then frantic texts of “I’m sorry but stuck in x”, “the next flight is tomorrow” and questions about your life choices.  

Before I get going into my standard bulleted and fleshed out analogy, let’s make sure everyone is on the same page here. Most companies use some type of contract request form, portal or something to initiate the need for contract support. This is most often called “intake”, which when coupled with “triage” will take the business user to a template, a contract generator, an outsourced provider or some other resource. This is typically powered by some form of CLM tech or homegrown portal. If your company does not use this and relies upon email, telephone or other pings or just finding Bob in the hall, then all I can say is that I am sorry for you. There is help available. You are not alone. All you need to do is pick up that rotary phone you must also be using and ask. I am being a bit facetious here, but if you don’t have this, it may be time.

Anyway, let’s look at what can make intake good or bad through the lens of the airport security line and ultimately the user experience.

Complexity

Filling out metadata into an anachronistic CLM or document management tool manually is painful, time-consuming and yields questionable return on time invested. No one in legal or contracting teams likes doing it and you know who likes it even less? The businessperson who just wants to get their contract started. And yet, I have seen many a company use a 3+ page intake form with 65 data entry points (no dropdowns) all for the sake of data collection and making it easier in the system.   Unsurprisingly there is often a correlation, if not causation, between the complexity of the intake form itself and the amount of people who try and circumvent the system.  

During Covid times there were a myriad of extra forms, tests, attestations, checks and other additions that made just getting onto the plane a challenge. But these were explainable. To continue these steps after the event and include in “BAU” flying would be ludicrous. And yet – this is what many companies do when they try to make it “easier” to get contract support. Often times these intake forms are the result of crowdsourcing at their worst and companies have tried to ask numerous stakeholders what information they would like to see collected. The result is a hodgepodge of information that solves the extreme but not the common and lacks the gating factor of common sense. “Insurance coverage for other party”, “co-employment triggers”, “in-year and annual cost obligations with PL code”, are all interesting questions in the right context. But not when all you want is an NDA.

The good solution to this is to collect the information, screen out the noise and then design a tool that has an informed decision tree with skip logic built in and which triggers the right question for the right contract request. But this takes a bit of time upfront and perhaps some guidance on how other companies address these challenges.

Acknowledging user differences

Not everyone is coming to the airport for the same reason or same baggage (pun-intended). Some as well-seasoned travellers who pack light, emulate George Clooney in Up in the Air and always have their stuff sorted and separated. They may need a different level of handholding than the poor guy who is moving his wife, two-year twin boys and dog with a month’s worth of carry-on luggage so that he can relocate to the UK – hypothetically speaking. Both have needs – one is built for speed and volume and the other is just desperate for help (any help, please) and the system should allow for that and route them to the right place. 

Bringing this to the contracts world, this is like the heavy user, who is doing contracts weekly – this user should be able to cut steps out and jump to contracting quicker, whereas the other is the bet the farm contracts that needs all sorts of other attention and may not even be appropriate for the intake system at all. Remember the 80/20 rule. The same system that handles your everyday NDAs, basic procurement or simple sales is not really the system that handles your MOU to talk about that divestment you are about to do.  

Self-service

I have accepted that potentially less people in government have access to my data than those who do. Between applying for multiple visas, citizenships, and travel clearances I am actually a little put off when the government doesn’t respond to my emails with, “Hey Craig, how have you been?  Are you still going Keto? How was your trip to Krakow last week?” It’s just the cost of doing business. But what does slightly annoy me is that they don’t use this data to make my airport journey a bit easier. In the US, you can get TSA PreCheck and skip/reduce time in a step. Other countries, and you know who you are, will have 3-4 different people check your passport and boarding pass even though you have been trapped in a queue for 30 mins and can’t get in or out of it. For heavy travellers who have a record of following of the rules, doing the routine, and who are just doing it again there are some places in “intake” where the line is faster, or steps are quicker. Most airlines have self-service for getting ticket, seat, refunds, disputes, and other items. And many airports are going to electronic passport scans. This needs to apply to contracting too.

Using the analogy one more time, if you have a heavy user who is doing the routine, shows they follow the rules and is doing the same again (or you have a population of contracts that fall into this), then self-service needs to be quicker. You see this in playbooks or alternative language options. Having one playbook for all contracts is interesting but dated. More advanced companies look at the contract type, the risk associated, and actual outcomes related to those contracts. Sure, there can be some bright lines in sand, e.g., no most-favoured nation clause, no unlimited liability for basic negligence, or termination must come with fees. But we have to look at the difference between sales and procurement contracts and then all the varieties therein. Adding more flexibility and common sense to the process can help push self-service (in a good way, not the 65 meta-data field way) or route to the right resources more quickly and sensibly. Some things are perfect for your outsourced provider, and some are better with in-house. Most lawyers/commercial people know this, but for whatever reason it has a hard time getting out of people’s brains and into the process.

In conclusion, one-size fits all is great for manufacturing but often bad the customer or user experience. By investing some time upfront a lot of problems, noise, angst and just general waste can be avoided. Now if you’ll excuse me, there’s a lounge with my name on it. 

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