Scalable Contract Automation

Thursday, November 20, 2014 - 11:40

The Editor interviews Gary Kruse, General Counsel, Millennium Pipeline Company, LLC. Millennium Pipeline is an FERC-regulated natural gas pipeline located in New York State. Its pipeline extends from Independence in Steuben County, NY to Buena Vista in Rockland County, NY and interconnects with both gathering companies (midstream companies that “gather” gas from wells owned by upstream exploration and production companies) and other major interstate pipelines, to provide customers along its route in the Southern Tier, as well as consumers in the Northeast markets, with additional natural gas infrastructure to meet the growing demand for clean energy.

Editor: What challenges was Millennium Pipeline trying to solve by implementing a contract automation solution?

Kruse: Millennium outsources most of its support functions, including the company’s IT services and, separately, the contract process that our customers must follow to execute a contract allowing them to transport their gas on Millennium’s pipeline. We needed a system that would allow the Houston-based contracts group to prepare and route these heavily regulated contracts to the people here in New York who approve them. We were also looking for a product with the scalability to fit a small enterprise’s needs and budget – preferably with minimal IT involvement. About a year ago, I spoke to a number of contract vendors at the ACC annual meeting and found that ContractExpress best met our needs.

Editor: How have your core users responded to the new technology?

Kruse: The technology has been very well received primarily because it includes a questionnaire that both facilitates and ensures the integrity of the drafting process. The questionaire is a unique feature of ContractExpress that allows a company to customize the way data is entered into the contract fields. Because the questionaire is customized for your business and the specific contract template, no issues are overlooked in the drafting stage. Also, the system is easy to use and doesn’t require extensive training or new hardware. Even better, because we chose to implement the process by having ContractExpress host it through a SharePoint site, the workflow is integrated, and the only thing required onsite is Internet access. It all adds up to simplifying the process from a technical and infrastructure standpoint, which was crucial for our small company because it meant that we could get the system up and running with very little IT involvement. I also personally like that the approval process can be done remotely so that there is no delay in closing business deals and setting up a customer just because someone is out of the office.

Editor: Please explain how you implemented ContractExpress and the time involved.

Kruse: From start to finish, it took us about three months to implement the system. The most time-intensive part was creating the initial form for the contract that we wanted to automate. That’s probably the most difficult part for any organization because it requires gaining a fulsome enough understanding of your contract to allow you to modify and incorporate flexibility into the form. This flexibility specifically enables the automation capability so that the majority of your contracts now can be prepared within the system.

I started with the contract form required by our tariff and created required fields (as part of developing the automated contract template) based on the data within that governing form. For each required field within the template, ContractExpress creates a question in a questionnaire. When our contracts people in Houston (i.e., the end users of the system) access the template to generate a specific contract, this questionnaire will prompt them to answer questions that correspond to the fields that need to be populated in the document. What I really like about this questionnaire is that it allows for a lot of customization. For instance, I can enter instructions or sample answers into the questionnaire that will provide guidance as end users enter the deal points. I can also create radio buttons and drop-down menus that limit how the user can respond to a question. These limits, in turn, further refine subsequent questions so that the user isn’t presented with a bunch of extraneous questions that have nothing to do with the contract he’s drafting. In the event that the desired answer to a given question is not within the available choices, that contract then becomes an exception, and I am prompted to review it. ContractExpress also offers free-form options, but we opted for the controls created by the questionaire because they best suit our own workflow.

After I created the original questionaire, I worked with ContractExpress’s consulting group to make the contract form and questionnaire more responsive. They helped us to refine the fields and to organize the questionaire into logical groupings that improve the workflow. After a couple of months, we were ready to test drive the system, which we did with a number of contracts that were coming up for renewal. Because those contracts weren’t time-sensitive, we were able to put them into the system and work out any bugs at our own pace.

Another great benefit of the system is that, as a “super user” with the highest level of system permissions, I am able to download a Word version of the ContractExpress agreement, which enables me to easily compare all changes against our previous agreement and then share the important results in a targeted, efficient way with our business people. As a result, they can focus on the essential deal points and how they translate to the new contract without having to worry about the unmarked verbiage, which everyone knows is simply in accordance with our tariff.

Editor: Please walk me through the workflow in ContractExpress.

Kruse: Because of the SharePoint functionality, everything happens within the system. The business people in New York send the deal points to the contract folks in Houston who then complete the questionaire based on those deal points. Once the questionaire populates the contract fields, a new contract is generated, and I receive an email from ContractExpress notifying me that a contract is ready for legal review. Once I’ve reviewed it, I can notify the business people that the contract is now ready for their review, and finally the Houston office is notified that the contract is ready to be sent to the customer. Again, this all happens seamlessly within the ContractExpress platform. Once the contract is fully executed, we upload the agreement back into ContactExpress, where we can easily retrieve it using various search parameters. We are also required by our tariff to house the permanent retention file in Houston, so we have two copies of the contract, but we rely on the ContractExpress repository when we need to reference the agreement.  

It’s also much more efficient and accurate to create a new agreement for an existing customer with ContractExpress because all of the primary information about that customer – addresses, billing information, etc. – is automatically populated by the system.

Editor: How has the automation affected your law department?

Kruse: Having an automated system has streamlined our workflow and helped to ensure that the contracts we execute are compliant with our tariff. It has also reduced the number of mistakes that can occur when a contract is drafted manually. And because a contract must pass through each of the stages I described earlier before moving into the next phase, I can be sure that the contract has been approved at all of the required levels prior to execution, which is a tremendous benefit. In fact, the system actually places a watermark on the document indicating that the contract is in draft form, and the watermark stays on the document throughout the entire process until I approve it, ensuring that no contract leaves the workflow without proper approvals.

Editor: Why did Millennium Pipeline select ContractExpress?

Kruse: Ultimately the decision hinged on features and price. Since we are a small company, we really can’t afford a high-priced solution. Most automated systems are built for businesses that need to convert 400,000 contracts or more, but ContractExpress’s pricing model is scalable down to the level that even a company of our size can afford. And ContractExpress’s hosted solution allowed me to customize the system without involving IT, which is really unusual for an enterprise solution. In my experience, implementing a system like this usually requires a lot of back and forth between legal and IT, meaning a lot of time and money can be lost in the implementation. Instead, this system was so intuitive that I was able to complete 90 percent of the operating form before contacting their consulting service.  

Editor: How would you characterize the benefits that ContractExpress has delivered to Millennium Pipelines?

Kruse: In adopting a cost-effective, automated solution, we are better able to manage the contracting process, notably to reduce compliance risk. In fact, ContractExpress has essentially eliminated that risk. Also, because the system is so intuitive, the process becomes much more efficient. Certainly, we all know that efficiency is a critical asset for a company’s operations and bottom line.

Editor: What’s next? Are you planning to expand the scope of the system, and if so, in what way?

Kruse: Yes, so far we have implemented the system for about 80 percent of our regulated contracts, so the next steps will be to make it available for all these contracts. We started with our most complex contracts, so the next 20 percent should be much easier.

Editor: Do you have anything else to add that you think will be of interest to our readers?

Kruse: I would just say that working with the folks at ContractExpress has been a very easy process. For any of your readers who have talked with other vendors of similar products and have been scared away by price or the intricacy of the solution, I would encourage them not to hesitate in exploring this implementation. The process was simple enough for even a lawyer to do, and for the aspects that I needed help with, ContractExpress was there to provide it at a very reasonable rate.

Please email the interviewee at kruse@millenniumpipeline.com with questions about this interview.