Helpful Terms In Contract Management: -

The business world is full of terminology that can be confusing at first. We’ve put together a list of terms we find helpful to help you go through your business improvement process.

Document Management, Compliance and Contract Terminology

See additional helpful terms for business and accounts

Acceptance in contract law: Acceptance may be defined as an unconditional assent, communicated by the offeree by the offeror, to all terms of the offer, made with the intention of accepting.

Ambiguity in a contract: A contract is considered to be ambiguous if the contract is reasonably subject to more than one interpretation. Sometimes, this can mean that it’s unclear as to what the parties intended overall. But usually, an ambiguous contract means that a specific term, word, phrase or definition is vague or unclear.

Anticipatory breach (repudiation) of contract: Anticipatory repudiation, also called an anticipatory breach, is a term in the law of contracts that describes a declaration by the promising party to a contract that he or she does not intend to live up to his or her obligations under the contract.

Bilateral contract: A bilateral contract is an agreement between two parties in which each side agrees to fulfill his or her side of the bargain.

Bilateral contract (example): The most commonly used type of contract, a bilateral contract contains a promise by each party to fulfill certain obligations to compete the deal. For example, a person offers their home for sale, and a buyer agrees to pay $ 150,000 to purchase the home. In this bilateral contract, each party is required to do something: the buyer must pay the sales price and the seller must transfer ownership of the home to the buyer.

Bilateral contract vs unilateral contract: In a unilateral contract, the promised makes an open promise to provide something in exchange for performance. In a bilateral contract, both the promisor and the promisee knowingly enter into an agreement where both parties make a promise, and each is obligated to fulfil the promise.

Blanket contract: A “blanket contract” is an agreement between two parties that covers multiple transactions or orders over a specified period. It streamlines the process by establishing a framework agreement with pricing and terms, eliminating the need for individual contracts. Common in B2B relationships, it provides flexibility and reduces administrative efforts, promoting long-term stability and predictability in business interactions.

Breach of contract: Breach of contract is a legal cause of action and a type of civil wrong, in which a binding agreement or bargained-for exchange is not honoured by one or more of the parties to the contract by non-performance or interference with the other party’s performance.

Bylined (article): What is it? A byline is a line showing the author’s name at the beginning of an article. Basically, a bylined article is attributed to a source rather than being anonymous.
Why is it important? Being able to identify an article’s author can help with establishing credibility and authority, particularly with documents released externally. Internal documents benefit from being bylined as it allows communication to flow back to the author and can provide contextual information as to the position of the author to the readers. For example, knowing that the author is the finance director, a production line worker, or a data analyst would help the reader to appreciate the author’s unique perspective.

Capacity in contract law: The law states that individuals who enter into a contract must have the capacity to enter into a contract otherwise it is voidable. Adults who have full capacity are able to enter into contracts and enforce them at law (unless they are illegal contracts). The law sets out those who do not have legal capacity to contract, particularly providing special legal protection to those who are minors, or under a mental disability.

Central repository: What is it? A central place where data is stored and maintained. A repository can be a place where multiple databases or files are located for distribution over a network, or a repository can be a location that is directly accessible to the user without having to travel across a network.
Why is it important? Some of the main benefits of having a central repository include easy access and retrieval, reduced risk of duplication and version control problems, improved security, backups and audit trails. A central file space can also foster collaboration and knowledge sharing among team members.

Common contract law: At common law, the elements of a contract are offer, acceptance, intention to create legal relations, consideration and legality of both form and content. Not all agreements are necessarily contractual, as the parties generally must be deemed to have the intention to be legally bound.

Compliance 11: Compliance 11 Inc provides cloud-based compliance automation software for the financial community.

Compliance control: Internal control, as defined in accounting and auditing, is a process for assuring of an organization’s objectives in operational effectiveness and efficiency, reliable financial reporting, and compliance with laws, regulations and policies.

Compliance control: Internal control, as defined in accounting and auditing, is a process for assuring of an organization’s objectives in operational effectiveness and efficiency, reliable financial reporting, and compliance with laws, regulations and policies.

Components of a contract: A legally binding contract is one that has an offer, an acceptance, consideration, mutual obligation, competency and capacity – and is legal.

Consideration in contract law: Consideration in contract law is defined as a bargained for exchange of value between parties of a contract. Without consideration, a contract cannot be enforced or is otherwise voidable (with only a very few exceptions). Consideration is a benefit which must be bargained for between the parties and is the essential reason for a party entering into a contract.

Contract administration: Contract management or contract administration is the management of contracts made with customers, vendors, partners or employees.

Contract clause: A contract clause is a specific provision or section within a written contract. Each clause in a contract addresses a specific aspect related to the overall subject matter of the agreement. Contract clauses are aimed at clearly defining the duties, rights and privileges that each party has under the contract terms.

Contract job definition: A contract employee works under contract for an employer, is hired for a specific job at a specific rate of pay, does not become a regular addition to the staff and is not considered a permanent employee.

Contract law types: At common law, the elements of a contract are offer, acceptance, intention to create legal relations, consideration and legality of both form and content. Not all agreements are necessarily contractual, as the parties generally must be deemed to have an intention to be legally bound.

Contract liability exclusion: Most general liability policies contain a contractual liability exclusion like the one found in the standard ISO policy; Bodily injury or property damage for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement.

Contract renewal: A renewal of a contract should not be automatic. It’s important to understand the difference between a contract renewal and an extension. Renewing means the recreation of a legal relationship or replacing an old contract with a new one, rather than just an extension of a previous contract or relationship.

Contract risk: This is
1. The probability of loss arising from the buyer’s reneging on the contract, as opposed to the buyer’s inability to pay and
2. The probability of loss arising from failure in contract performance. Vendors have the highest risk in fixed-price contracts and least in the cost-type contracts.

Contract specialist: A contract specialist creates, examines and monitors contractual agreements between the organization that he or she works for and materials or labour suppliers.

Contractsafe: Contractsafe is a cloud-based contract management software which offers secure centralized document storage, automated key date reminders, document search and filtering with automatic OCR (optical character recognition) for searching within scanned documents, user access permission management and more.

Docusign: What is it? Docusign is a company based in San Francisco, California that helps organizations connect and automate how they prepare, sign, act on and manage agreements. As part of the DocuSign Agreement Cloud, DocuSign offers eSignature, a way to sign electronically on practically any device, from almost anywhere, at any time. Here is the docusign website for the UK: https://www.docusign.co.uk/

Why is it important? eSignature services are useful in that they eliminate the need for the physical signing of paperwork and the travel or posting required for that paperwork to be in the hands of the right people at the right time. This saves both time and money. eSignature services can often integrate with other business workflow systems that can reduce data entry and reduce human error.

Electronic signature act: The ESIGN Act is a federal law passed in 2000. It grants legal recognition to electronic signatures and records if all parties to a contract choose to use electronic documents and to sign them electronically. No contract, signature or record shall be denied legal effect solely because it is in electronic form.

Express contract: An express contract is a contract whose terms the parties have explicitly set out. This is also termed a special contract. In an express contract, the agreement of the parties is expressed in words, either in oral or written form.

Fully executed contract: Fully executed means that all parties have agreed to the terms and conditions of the proposed contract by signing and initialing any changes to the written document.

GTC compliance: Governance, risk management and compliance is the umbrella term covering an organizations approach across these three areas. Governance, risk management and compliance.

Healthcare contracts: Contracts are essential documents in all industries and healthcare is no exception. An efficient contracts management system allows healthcare organizations to provide the best possible care to patients, reduce operating costs, assure adherence to compliance requirements and mitigate risk.

ITIL document: What is it? ITIL is a set of detailed practices for IT service management that focuses on aligning IT services with the needs of the business. ITIL describes procedures, processes, tasks and checklists which are not organization-specific nor technology-specific but can be applied by an organization for establishing integration with the organization’s strategy, delivering value and maintaining good quality services.

Why is it important? The standardisation and consistency of processes laid out in ITIL documentation can help reduce errors, improve efficiency and enhance the quality of provided IT services. Responsibilities for certain procedures and regulatory requirements can help to clearly establish roles, proper oversight, and communication.

Informal contract: An informal business contract is an agreement between two parties that has the intent of a formal contract without the seal of a government agency or witness. In other words, its a mutally agreed upon decision between two parties not formally documented by an agency or witness.

Is the Oxford comma necessary?: The practice is controversial and is known as the serial comma or Oxford comma because it is part of the house style of Oxford University Press. Some use it only where necessary to avoid ambiguity, in contrast to such guides as Garner’s Modern American Usage, which advocates its routine use to avoid ambiguity. Its usage is a matter of style and punctuation conventions.

Here’s an example to illustrate the Oxford comma:
Without Oxford comma: “I bought apples, oranges and bananas.”
With Oxford comma: “I bought apples, oranges, and bananas.”

Material contract: Material Contract means any contract or other arrangement relating to a Property (other than on Loan Documents and Specified Derivatives Contracts), whether written or oral, to which the Borrower, any Subsidiary or any other Loan Party is a party to which the breach, non-performance, cancellation or failure to renew by any party to such a contract or other arrangement could reasonably be expected to have a Material Adverse Effect.

Offer in contract law: In contract law, an offer is a promise in exchange for performance by another party. An offer can be revoked or terminated under certain conditions. There are also times when an offer can be negociated to create a counter- offer

Redline document: Redlining a document is the process of annotating and recording changes and corrections to a document. This is usually done in a legal or collaborative environment where it is vital to be able to see both the latest version but also the original document contents. The name comes from the fact that changes in a document tended to be marked with red ink using underlines or strikethroughs to indicate edit types. When two or more people are working on a document together each individual can redline the text that he or she has added or edited.

In Microsoft Word, you can redline a document by using the built-in ‘Track Changes’ feature or you can manually redline the document with font colour changes and strike-throughs. Note that a redline document doesn’t actually have to the edits marked in red.

Regulatory compliance software: The Enablon Regulatory Compliance Management software solution enables companies to understand what regulations, policies and obligations are applicable to them globally or at the site leve, and enables them to manage changes to applicable environmental, health and safety regulations, helping to eliminate compliance issues.

Repudiation of a contract: Repudiation of a contract occurs when one party renounces their obligations under a contract. It can be that they are unwilling or unable to perform their obligations under a contract. Repudiation is seen to be quite a serious matter.

Requirements contract: A requirements contract is a contract in which one party agrees to supply as much of a good or service as is required by the other party, and in exchange the other party expressly or implicitly promises that it will obtain its goods or services exclusively from the first party.

Requirements contract: A requirements contract is a contract in which one party agrees to supply as much of a good or service as is required by the other party, and in exchange the other party expressly or implicitly promises that it will obtain its goods or services exclusively from the first party.

Risk management and compliance: Risk management is predicting and managing risks that could hinder the organisation from reliably achieving its objectives under uncertainty. Compliance refers to adhering to the mandated boundaries (laws and regulations) and voluntary boundaries (companies, policies, procedures etc).

SOX compliance requirements: Sarbanes-Oxley contains 11 titles that describe specific mandates and requirements for financial reporting.
1 Public Company Accounting Oversight Board (PCAOB).
2. Auditor Independence.
3. Corporate Responsibility.
4. Enhanced Financial Disclosures.
5. Analyst Conflicts of Interest.
6. Commission Resources and Authority.
7. Studies and Reports.
8. Corporate and Criminal Fraud Accountability.
9. White Collar Crime Penalty Enhancement.
10. Corporate Tax Returns.
11. Corporate Fraud Accountability.

Sarbanes Oxley Compliance: Sarbanes Oxley Act (SOX) is a US act of Congress passed to protect shareholders and the general public from accounting errors and fraudulent practices in enterprises, and to improve the accuracy of corporate disclosures.

SoW contract: A statement of work (SoW) is a document employed in the field of project management. It defines project-specific activities, deliverables and timelines for a vendor providing services to the client.

Sox documentation: Sox documentation requires a report outlining executive management’s responsibility for internal controls and procedures for financial reporting, as well as a current assessment of their effectiveness.

Specific performance of a contract: Specific performance is an equitable remedy in the law of contract, whereby a court issues an order requiring a party to perform a specific act, such as to complete performance of the contract. Specific performance is commonly used in the form of injunctive relief concerning confidential information or real property.

Team contract: A team contract is an agreement between you and your teammates about how your team will operate – a set of conventions that you plan to abide by. It is important for any team to make an assessment of their current strengths. Team contracts outline the ground rules for the team. All team contracts have a code of conduct. All team members should write their names at the end of the contract to indicate that they agree with it.

Unilateral and bilateral contracts: Unilateral contracts involve an action undertaken by one person or group alone. In contract law, unilateral contracts allow only one person to make a promise or agreement. A bilateral contract is an agreement between at least two people or groups. Most business and personal contracts fall into this category.

Unilateral contract: A unilateral contract is a contract created by an offer that can only be accepted by performance. There is an express offer that payment is made only by a party’s performance. Another example of a unilateral contract is a reward or contest.

Vendor: An individual or company that sells goods or services to someone else in the economic production chain.

Vendor analysis: The assessment of strengths and weaknesses of current and prospective suppliers in terms of their capacity, sales revenue, reputation, stocks, markdowns, markups, gross margins, quality, reliability, service, pricing policies, payment terms etc.