9.1 Contract assembly software generally

A contract assembly software application helps drafting contracts and other legal documents. It enables a user to create contracts by processing an automated Q&A that addresses the relevant matters of the required contract. After having gone through the Q&A, the user can generate a complete contract with the click of a button. Contract assembly applications, such as Weagree’s Wizard, accelerate the creation of a first draft contract.

Quick overview of aspects. A contract assembly application normally consists of one or more contract templates. The templates are basically the stepping stones for a certain model contract. It brings together the relevant contract building blocks and incorporates the Q&A elements needed for creating a customised contract. The building blocks are the corner­stones of each contract template. They consist of one or more contract clauses, which identify the remaining contract elements such as defined terms (and definitions) and any annexes or schedules that need to be attached (depending on whether they are actually referred to in the contract provisions). The contract clauses also contain the related questions and explanatory notes together with their default answers, editable variables or optional answers.

Modular approach. Simple (and cheap) contract assembly applications provide for some intelligence in Word documents: each contract is drafted on the basis of the underlying document template. In fact, they do not solve the fundamental complication that a clause, which is used in several templates, should be capable of being modified in one place only. More advanced contract assembly applications seek a higher level of re using contract building blocks.
In essence, contracts are sets of text modules (‘building blocks’) that can be re used for various contracts. If such modular approach is also adopted for the document automation software, modification of the building blocks (e.g. for legal developments or mere textual improvements) becomes very easy. This is why advanced document automation applications are built on a database (and not around individual documents with mail-merge-type of fields). Documents will be scattered all over your organisation; a database is managed centrally.

Knowledge management (clause library). Advanced contract assembly applications extrapolate on the concept of a database by facilitating the user to retrieve individual building blocks. If a contract clause is stored as a separate building block, it is also possible to retrieve that individual clause and complete the Q&A applicable to that clause only. Such functionality is useful in two cases. First, if the contract is drafted by the other party, the clause library provides the clauses to be inserted (or to serve as a check list). Secondly, if in a new contract a somewhat atypical clause is desirable, the clause can be inserted in the template on an ad hoc basis.