Clause Management User Guide

Change Summary

Overview

You can use TechnoMile's Contracts Suite Clause Management feature to search, select, and add specific Clauses for review on all your Contracts and Subcontracts. You can also create a Clause to add it to your Clause Library.

You can also use the Key Clauses feature to select specific Clauses from your Clause Library for review on all Contracts, Proposals, and Subcontracts.

This document is a step-by-step guide on how you can use Clauses on Contracts, Proposals, and Subcontracts.

Audience

• Contracts Suite Users

Prerequisites

• Ensure that TechnoMile Contracts Suite is already installed and configured. The version of this package must be 2024.3 or higher.

Searching and Adding Clauses from Clause Library

NOTE

• AFFARS is now renamed to DAFFARS for Clauses with a revision date of July 2023 or later, in accordance with the Department of Defense guidelines.

• DAFFARS Clauses with a revision date prior to July 2023 will remain named as AFFARS but will be marked as archived once the Clause Library is updated.

• Users can still add these archived versions to Contracts as AFFARS Clauses.

• The Clause Type search dropdown has been updated to display all agency clause types with the release version 2025.2 or later.

1. Login to your Microsoft Dynamics instance.

2. Go to Contracts and open a contract record.
   

3. Go to the Contract Clauses tab and click Search Clauses.
   

4. To view clauses of a specific type, select an option from the Select Clause Type dropdown. You can then refine the results by entering a Revision Year or Alternate. To find a specific clause, search using a Clause Keyword (Number or Title). Search results are displayed based on your specified search criteria.
   

   NOTE

   • The Secondary Clause type field is enabled only when the Select Clause Type field is set to State and Local.
     

   • You can also select the Show Archived Clauses checkbox to view all the Clauses that have been marked as Archived in search results.

5.  Select the Clauses that you want to add to the Contract record, and then click either Save and Close or Quick Save.
   

   NOTE

   • Quick Save adds the clause and allows you to continue adding more clauses.

   • Save and Close saves the clause and closes the window.

   • The Revision Date column in this window displays the month and year when the government last made an update to the Clause Summary of a Clause record.

   The Clauses are added.
   Similarly, you can add other Clauses by repeating Steps 4 and 5.

Editing Clauses

NOTE

You can edit only the Clauses within a Contract (Contract Clauses) and not the Clauses in the Clause Library.

1. On the Contract Clauses tab of a Contract record, select a record and click the pencil icon to edit a Clause record. 

2. Edit field details and click Save & Close. The following Flow Down options are available:

Removing Clauses

NOTE

You can remove only the Clauses within a Contract (Contract Clauses) and not the Clauses in the Clause Library.

Deleting a Clause When the Contract is in Draft

When the Contract is set to Draft, the following occurs when deleting a Clause:

1. On the Contract Clauses tab of a Contract record, select a record and click Delete Contract Clause. 

2. Click OK on the confirmation message.
   The Clause is deleted.

Removing a Clause When the Contract is not in Draft

When the Contract is set to any value other than Draft, the following occurs when deleting a Clause:

1. Select a record and click Remove. 

2. Click OK on the confirmation message.
   

3. Click OK.
   The Clause is deleted and is moved to the Removed Clauses section. The Contract Clause record's Mod Removed field is updated with the most recent modification, Date Removed field is set to the current date and time, and Clause Flows field is changed to Does Not Flow. 
   

   NOTE

   • To restore a clause from the Removed Clauses section, click Restore.

   • When a clause is restored, the Mod Removed and Date Removed fields are cleared, while the original Mod Added and Date Added field values are retained and remain unchanged.

   • If the values for Mod Added and Mod Removed fields are identical or both fields are blank, the system allows the user to delete the Contract Clause record.

   • To delete the Clause record, select the Clause record, click Delete Contract Clause, and confirm the action by clicking Delete.

     

     

Creating Contract Specific Clauses and Contract Clauses

NOTE

There are two types of clauses:

• Contract Clauses: Brought from the Clause Library

• Contract Specific Clauses: Newly created and not part of the Clause Library

1. On the Contract Clauses tab of a Contract record, click New Contract Clause.
   

2. Specify details and click Save and Close.
   The Contract Specific Clause is created.

   NOTE

   To add a Contract Clause, enter a value in the Clause Library field. The remaining fields are automatically populated once this value is entered.

   

Creating New Clause Library

1. On a Contract record, click the vertical ellipses icon and then click New Clause.
   

2. Specify details and click Save & Close.
   The Clause Library is created.

   NOTE

   • Fields marked by the red asterisk (*) sign are mandatory.

   • If a user does not have write access to the Clause Library, then the New Clause button is not visible.

   • You can also create a new Clause Library by going to Clauses, clicking New, and following Steps 1 and 2.
     

Using Proposal Clauses on Proposals

1. Login to your Microsoft Dynamics instance.

2. Go to Proposals and open a Proposal record.
   

3. Go to the Proposal Clauses tab and click Search Clauses.
   You can perform the same steps as listed in the Searching and Adding Clauses From Clause Library section to use Clauses on Proposals.

Using Subcontract Clauses on Subcontracts

1. Login to your Microsoft Dynamics instance.

2. Go to Subcontracts and open a Subcontract record. 
   

3. Go to the Subcontract Clauses tab and click Search Clauses.
   You can perform the same steps as listed in the Searching and Adding Clauses From Clause Library section to use Clauses on Subcontracts.

Clause Flow Down from Parent to Child Contracts

The Clause Flow Down feature ensures that important clauses from a Parent Contract are automatically applied to related child contracts (such as Task Orders or Subcontracts). When the Parent Contract field of a Contract record is added or updated, the Contract Clauses from the parent automatically flow down to the child record without generating duplicates. 

Configuring Clauses for Flow Down

To create flow down clauses:

1. Open a Contract record and go to the Contract Clauses tab.

2. Open the clause you want to configure for flow down. 

3. In the Flow Down dropdown, select the child contract type to which this clause should flow down. For example, Subcontract or Task Order. 

4. Click Save & Close.
   The Clause's Flow Down field is updated. 

Manually Adding/Updating the Parent Contract Field

The Parent Contract field on a contract record (such as a Task Order or Subcontract) can be manually added or updated to trigger the flow down of related clauses.

Task Orders

The steps below demonstrate how clauses from the assigned Parent Contract flow down to the Task Order record, and how updating the Parent Contract field causes clauses from the new parent contract to flow down as well:

1. Open a contract record.

2. Go to the Task Order tab and click New Contract to create a new Task Order record (child contract record).
   

3. Specify the required details and click Save. 

4. Open the new Task Order record.
   

5. Go to Contract Clauses.
   You will see the clause that has automatically flown down from the Parent Contract.
   

6. Go to the General tab of the task order record, update the Parent Contract field, and click Save.
   

7. Go back to the Contract Clauses tab. You will now see clauses that have flown down from the newly updated Parent Contract.

   NOTE

   Clauses from the previous Parent Contract are not automatically removed. If they are no longer needed, you must delete them manually.

   

Subcontract

The steps below demonstrate how clauses from the assigned Parent Contract flow down to the Subcontract record:

1. Open a contract record.

2. Go to the Subcontract tab and click New Subcontract to create a new Task Subcontract record (child contract record).
   

3. Specify the required details and click Save. 

4. Open the new Subcontract record.
   

5. Go to Subcontract Clauses tab.
   You will see the clause that has automatically flown down from the Parent Contract.
   

6. Go to the General tab of the subcontract record, update the Contract Name field, and click Save.
   

7. Go back to the Subcontract Clauses tab. You will now see clauses that have flown down from the newly updated Parent Contract.

   NOTE

   Clauses from the previous Parent Contract are not automatically removed. If they are no longer needed, you must delete them manually.

   

Use Case

When creating a new Contract record using Transform Copilot, the Parent Contract field is not available during the initial creation, so clauses from the parent do not flow down automatically. After the contract is created, you can manually add the Parent Contract to the record, and the related clauses will flow down to the child contract without creating duplicates.  

Viewing Contract Clauses Associated with a Contract Mod

The Contract Clauses tab on a Contract Mod enables you to track all clause-related activity specific to that modification. This includes clauses that have been added or removed.

To view clauses specific to a mod:

1. Open a contract record.

2. Go to the Contract Mods tab and open a Mod record for which you want to view the associated clauses.
   

3. Go to the Contract Clauses tab.
   All clause-related activity specific to the mod is displayed.