Negotiating Contract Terms on Quotes

This chapter covers the following topics:

• Overview of Sales Contracts
• Viewing Contract Details
• Authoring and Negotiating Contract Terms
• Associating a Contract Template to a Quote
• Changing Contract Templates
• Removing Terms
• Adding and Deleting Sections
• Updating Clauses
• Creating Non-Standard Clauses
• Creating a Non-Standard Clause from Standard Clauses
• Viewing the Deviations Report
• Moving Contract Terms
• Renumbering Contract Terms
• Resolving Alternate Clauses
• Checking for Clause Updates
• Entering and Updating Clause Variables
• Adding Unstructured Contract Terms
• Previewing Contract Terms
• Managing Contract Documents
• Viewing Contract Documents
• Adding Contract Documents
• Deleting Contract Documents
• Validation
• Printing Quotes with Contract Terms
• Order Submission with Contract Terms

Overview of Sales Contracts

Important: It is strongly recommended that you implement Oracle Approvals if you plan to integrate with Oracle Sales Contracts and use the Contract Terms features. Use of the approvals process can help ensure that non-standard contract language receives additional approvals before the contract is presented to the customer. This documentation assumes that the contract terms on a quote are reviewed and approved internally before reaching the customer.

Oracle Quoting integrates with Oracle Sales Contracts to provide functionality to negotiate contract terms on a quote. The objective of the Quoting/Sales Contracts integration is to automate the creation and delivery of quotes with standard or negotiated contract terms. Integration of Quoting and Sales Contracts allows users to:

• Create quotes with standard contract terms from a contract template

  Note: Oracle Quoting supports only contract templates created with the document type Sales Quote. Refer to the Oracle Sales Contracts Implementation and Administration Guide for details on how to create and approve contract templates.

• Add or remove pre-approved standard contract terms

• Perform contract terms quality assurance validation checks

• Create non-standard contract terms

• Support approval rules for standard and non-standard contract terms

• Generate a formatted contract for review and customer presentment

• Capture customer acceptance details

• Upload and manage the signed agreement as a contract document attachment

Sales Contracts integration is controlled by the profile option OKC: Enable Sales Contracts. If the profile is set to No, all fields and options related to Sales Contracts integration are disabled. Refer the Oracle Quoting Implementation Guide for more details.

A prerequisite to perform all procedures mentioned in this chapter is that the profile OKC: Enable Sales Contracts be set to Yes. Additionally, the Contract Terms Library must be set up. Please refer to the Oracle Sales Contracts Implementation and Administration Guide for more details.

Viewing Contract Details

After selecting a quote to view, you can view contract details by selecting Contract Terms from the Actions LOV in the quote. The page displays contract details and customer acceptance information. From this page, you can enter contract acceptance information, and preview and update terms, if you have the appropriate access. This page is read only if:

• The quote is not executable

• The quote does not have an associated contract template

• You are not using the highest version of the quote

• The quote has been submitted for batch processing

• You do not have update access to the quote

To view contract details, select Contract Terms from the Actions LOV.

Field Behavior

• Preview Terms

  Selecting the Preview Terms button launches a new browser window with the associated contract terms in PDF format. This option is available only if there is a contract template associated with the quote.

• Update Terms

  Accesses the Contract Terms page. This field is hidden if one of the following is true:

  • You are not viewing the highest version of the quote.

  • The quote is expired.

  • The quote is submitted for batch pricing.

  • The quote status is Order Submitted.

  • You have read-only access and the profile ASO: Status Override is set to No.

Authoring and Negotiating Contract Terms

Enabling integration with Sales Contracts provides users with the ability to author contract terms directly within Oracle Quoting.

A contract template can be set as the default for each new quote, or users can select an applicable contract template at the time of authoring. Contract templates contain standard, pre-approved clauses that are numbered and organized under sections so they appear in the proper order and within their appropriate sections when printed. Once a contract template is assigned to the quote, users with appropriate access can change the contract terms during negotiation.

There are two levels of access for contract terms authoring and Oracle Quoting passes the appropriate access level, depending on the status of the quote and quote security setup, to Sales Contracts.

Update — Used if the quote is updateable. The user can make changes to the contract terms.

To update contract terms:

• You must use the highest version of the quote

• The quote must not be expired

• The quote must not be submitted for batch pricing

• The quote must not be in the read-only status.

• The quote must not be of status Order Submitted

• You must have update access to the quote

View — Users can only view the quote and the contract terms on the quote. No updates are allowed, except to add or modify document attachments.

Note: If a quote is shared with the Sales Team, only sales team members with full access will be able to access the contract terms.

Multiple users can access and update the contract terms simultaneously. If the following conditions hold true during simultaneous update to the quote and contract terms page, then changes made in the contract terms page will be prevented if:

• The quote is changed to a read-only status

• The quote becomes expired

• The quote is submitted for batch processing

• The quote is not of the highest version

An additional level of security, controlling the contract negotiation features that a user has access to, is covered in the Function Level Security section of the Oracle Sales Contracts Implementation and Administration Guide.

Associating a Contract Template to a Quote

You can associate a contract template to a quote at the time of quote creation, either from the Create Quote page or the Create Quote From Opportunity page. When you search for a contract template, results display all valid contract templates that are associated with the document type Sales Quote.

Note: If you want to change the contract template later in the Quoting process, you must navigate to the Contract Terms page to do so.

To associate a contract template to a quote, select a value for the Contract Template field in the Quote Header tab.

Field Behavior

• Contract Template

  A contract template is defaulted from the system parameter Default Contract Template.

Changing Contract Templates

You can change a contract template for a quote from the Contract Terms page. Once you create a quote, you can only change the contract template from the Contracts Terms page. If you change the contract template, all clauses associated with the previous contract template are removed. Any manually added clauses will be retained and moved to an unassigned section.

When you search for contract templates, results display all valid contract templates that are associated with the document type Sales Quote.

Removing Terms

You can remove terms from a contract in the Contract Terms page.

Notes

• Removing contract terms will remove all its sections, clauses and contract documents.

Adding and Deleting Sections

You can add sections to the contract and also delete them from the Contract Terms page.

Updating Clauses

To update clauses, select Contract Terms from the Actions LOV.

Field Behavior

• Make Non-Standard

  To be able to make any changes to the terms, it should be made non-standard.

• Protect check box

  If selected, you cannot update the clause.

• Add Variables

  You can search and insert a variable, select a value for the variable, and insert it as text in the Clause Variables section.

Creating Non-Standard Clauses

Field Behavior

• Add Clause

  Select either a section, sub-section, or clause and then click Add Clause to add a clause.

• Create Non-Standard Clause

  Click to create your own clause.

Creating a Non-Standard Clause from Standard Clauses

You can create non-standard clauses from a standard clause.

Field Behavior

• Create Non-Standard Clause

  Click to convert a standard clause to a non-standard one.

• Protect Text check box

  If selected, you cannot update the clause.

Viewing the Deviations Report

Oracle Sales Contracts generates a Deviations Report that compares the text of two clauses when you have created a non-standard clause in a quote from a standard clause. The report highlights the additions, revisions, and removals of standard clauses on a contract template.

The Deviations Report displays the Standard sections or clauses that have been changed. Use the Compare Text feature to view the exact changes made.

Notes

• The Compare Text page displays a red line comparison of changes made to the clause text. Inserted text is underlined, deleted text is marked with a strike-through line.

• Changes to embedded variables within clause text are not compared on a quote. Variable tags are compared, not variable values.

Moving Contract Terms

Notes

• After moving the section or clause, you will need to manually renumber the contract terms. Refer to Renumbering Contract Terms for more information.

Renumbering Contract Terms

After making any changes such as moving or deleting sections and clauses, the contract terms must be manually renumbered. Numbering schemes are defined in the Contract Terms Library. For more information, please see the Defining Numbering Schemes section of Oracle Sales Contracts Implementation and Administration Guide.

Notes

• In the Renumber page, select a numbering scheme from the Pick Numbering Scheme drop-down list. You may preview the numbering scheme before applying the changes to the contract terms.

Resolving Alternate Clauses

Some clauses in the quote may have alternate clauses that you can choose from. Access the View Clause page by selecting a clause name hyperlink from the Contract Terms page to view and choose any clause alternates.

Checking for Clause Updates

Use the Check for Clause Updates function to view the list of clauses that have newer versions in the library, and then select the applicable ones to apply to the contract terms. This feature checks for latest updates for only those clauses that are currently in the contract.

Notes

• Review differences between the current and library versions, and then select the clauses you want to update.

Entering and Updating Clause Variables

In the Update Variable Values page, you can perform one or more of the following operations for each variable:

• Select the variable. The clauses that contain the selected variable appear in the Clauses section in the lower part of the page.

• Select the Global Value flashlight icon to set a global value for the variable.

• For each clause that uses that variable, select the Value flashlight icon to set a specific value for the variable in that clause.

For more information on creating variables, consult the Oracle Sales Contracts Implementation and Administration Guide.

Adding Unstructured Contract Terms

You can modify a structured contract term or upload a newly authored document as Contract Terms for the quote. To modify the structured contract terms, you can download the existing structured terms to a file (Rich Text Format or Microsoft Word 2003 format), make the required modifications, and upload the document back into the quote. This document is now considered the Contract Terms for the quote. Alternatively, you can also upload a newly authored document (of any file type) as the Contract Terms, with or without a Contract Template being associated it.

A quote is considered to have contract terms if the Contract Source displays Structured Terms or Attached Document.

Modifying Existing Structured Contract Terms

If the quote has structured contract terms associated with it, the Contract Source is displayed as Structured Terms. If you want to modify the existing terms, download it first, modify the terms as required, and upload the document back. The Contract Source remains Structured Terms.

Notes

• Select the Download Contract option from the Actions list.

• Lock the contract to prevent another user from modifying it till you download the structured contract term.

• Select Unlock Contract from the Actions list when you are ready to upload the modified contract terms.

• Select Upload Contract from the Actions list to upload the modified terms.

• Select Structured Terms from the New Contract Source list when you upload the modified contract terms.

• You can retain the structured terms for reporting purposes by selecting the Enable Structured Terms for Reporting check box.

Uploading a New Document as Contract Terms

If the quote has structured contract terms associated with it, the Contract Source is displayed as Structured Terms. If you do not want the existing terms, you can upload a completely new document that will be the new terms. The Contract Source now displays Attached Document.

Notes

• Select Upload Contract from the Actions list to upload the new document.

• Select Attached Document from the New Contract Source list when you upload the new terms.

• You can retain the structured terms for reporting purposes by selecting the Enable Structured Terms for Reporting check box.

Previewing Contract Terms

You can preview the contract terms attached to the quote. The preview is generated in a PDF format.

If the contract terms on the quote is unstructured, i.e the Contract Source is Attached Document, the preview is generated only if the following conditions are satisfied:

• The attachment exists and it is the Primary Contract Document

• The document Category is Contract

• The Authoring Party is Internal

• The document is in .rtf format.

• The Oracle Contract version information is embedded within the document.

If the document is in any other format, Quoting opens the document using the application that the document is associated with.

If the Oracle Contract version information is not available, the contract terms cannot be previewed.

Managing Contract Documents

Contract documents are files manually attached to a quote that represent or are related to the quote’s contractual terms. There are three categories of contract documents that can be added to your quote:

• Contract: a soft-copy document representing the entire formatted contract, created during the authoring of this contract.

• Contract Image: a scanned image of a hardcopy of the signed contract. Is attached manually to the contract document of any status.

• Supporting Document: any document such as an e-mail, fax, image, or spreadsheet.

While the quote is in draft mode, the user can add, update and delete the attached contract documents. You can have as many contract documents of each document category attached to the quote as you require.

Viewing Contract Documents

Notes

• To view the contract documents for a particular Document Category and Quote Version, choose the proper category and version from the lists of values.

Adding Contract Documents

You can add additional documents from your desktop. When you add a contract document from your desktop, you must specify the description and the category. When you update a contract document, and it was originally added from the desktop, you can change the description and the document category.

Deleting Contract Documents

You can delete contract documents in the Manage Contract Documents page. Select the Delete icon in the row of the contract document you wish to delete.

Validation

Oracle Quoting provides a facility to validate contract terms at certain times during the quote life cycle.

Validation ensures that customers are prevented from seeing invalid contract clauses, such as:

• Clauses that are no longer effective

• Two or more clauses that are incompatible

• Clauses that do not have values substituted for clause variables

• Clauses that have newer versions available

Validation is required and occurs automatically prior to the following Quoting functions:

• Approval Submission

• Print Quote

• Web Publishing a quote (with contract terms) to iStore

You can also run validation manually from the Contract Terms page. Upon completion, Oracle Quoting lists all warnings that occurred during validation. The user can choose whether they want to fix warnings. For more information on warnings, see the Validation Errors and Warnings section of the Oracle Sales Contracts Implementation and Administration Guide.

Notes

• The automatic validation of clauses occurs when you Initiate an Approval for a quote, Web Publish a quote, or Print a quote. If there are validation warnings, a page will display the warnings. You can continue if there are only warnings.

Printing Quotes with Contract Terms

To print quotes containing contract terms, you use the Oracle XML Publisher printing solution.

The Oracle XML Publisher printing solution provides the ability to generate a printable PDF or RTF document that can be formatted according to business’ layout requirements. The layout of the quote printout and Contract Terms preview will be dictated by a customizable XSL-FO stylesheet, specified in the profile option ASO: Default Layout Template. Quotes printed using XML Publisher can be either in PDF or RTF format.

The printed quote will contain contract terms, regardless of quote status. If the quote is non-executable, the printed quote contains contract terms and a disclaimer (if one exists). If the quote is executable and printed in executable mode, the printed quote contains contract terms and a signature block.

If the contract terms on the quote are unstructured, i.e. the Contract Source is Attached Document, the attachment is merged into the printed quote if the following conditions are satisfied:

• The attachment exists and is the Primary Contract Document

• The Category of the Contract Term is Contract

• The Authoring Party is Internal

• The attachment is in .rtf format

• The attachment is generated from within the Oracle E-Business Suite.

If any of the above conditions are not satisfied, the printed quote is generated without any terms and conditions.

The printed terms on the quote include:

• An ordered list of sections, with a label and heading for each section

• The ordered list of clauses within each section, with the sequence, label, and clause text for each clause

  Note: Multiple XSL-FO Stylesheets may be created for use with Quote Printing, however only one stylesheet (template) may be specified (via profile ASO: Default Layout Template) for Contract Terms Preview.

Prerequisites

• The profile OKC: Enable Sales Contracts must be set to Yes at the appropriate level.

• A layout template (stylesheet) must be registered with XML Publisher Template Manager and specified in the profile option ASO: Default Layout Template.

To print a quote with contract terms, select Print Quote from the Actions LOV.

Notes

• If there are validation issues, a page may display warnings.

• Depending on your browser setting, either a browser window opens displaying the print out or you are asked to open or save the printout. If you need a paper copy of the quote, choose your browser’s Print option to print the quote.

Order Submission with Contract Terms

Upon order placement, the quote is submitted to Order Management. All negotiated terms, signing details, and attached contract documents on the quote become part of the Sales Order and can be referenced from Order Management.