Archive: February, 2008

The Problem with February 29th

I don’t like February 29th. It creates too many problems.

My great aunt was born on a leap day, and I can never remember when I’m supposed to wish her a happy birthday. 28 February risks prompting a reaction of “What, I look that old?” On the other hand, waiting until 1 March creates the potential for an “I can’t believe you forgot!” Finally, there’s always the chance that she’s a hardcore leapling – only wanting to celebrate when there is a 29th.

Leap days can also create contracting headaches. For example, you’ve been asked to turn around a new agreement by yesterday. You grab an old document and start editing it. You correctly enter “29 February 2008″ as the start date. Then, knowing it’s a one year agreement, you inadvertently put “29 February 2009″ as the end date. In all the rush, you miss the fact that you have entered a non-existent date. You better pray that the parties remain friends.

What we really need is a replacement for the Gregorian calendar (or a smarter way to draft contracts).

Non-standard Standard Terms

Each year, the International Association for Contract & Commercial Management (IACCM) conducts a survey of negotiated contract terms. For 2007, the top 10 negotiated terms (according to participants from in-house legal, contract management and procurement groups in 800 organisations) were:

  1. Limitation of Liability
  2. Indemnification
  3. Price / Charge / Price Changes
  4. Intellectual Property
  5. Termination (cause / convenience)
  6. Warranty
  7. Service Levels
  8. Payment
  9. Delivery / Acceptance
  10. Confidential Information / Data Protection

What the heck’s a CLM?

My first exposure to the concept of a CLM was when I started work straight out of law school. I was involved in a due diligence and I received an email from a partner telling me to collate another set of contracts (of which there were thousands) in time for the next morning. I meant to forward the email to my fellow grads telling them what a !@#$%^&* the partner was. Unfortunately, I hit “Reply” instead.

Times have changed, and these days CLMis just as likely to refer to Contract Lifecycle Management software (or simply Contract Management software). But what is Contract Lifecycle Management? While there’s no single definition, it encompases an organisation’s entire contracting process, including:

  • Creation
  • Negotiation
  • Approval
  • Execution
  • Storage
  • Commitment Management
  • Renewal