Best Contracting Practices for Business

141
Best Contracting Best Contracting Practices for Practices for Business Business

Transcript of Best Contracting Practices for Business

Page 1: Best Contracting Practices for Business

Best Contracting Practices Best Contracting Practices for Businessfor Business

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Unit 1:Unit 1: Building Successful Building Successful Partnerships in the e-Business Partnerships in the e-Business Age – The Executive’s Role Age – The Executive’s Role

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Building Successful Partnerships – Four Common ActionsBuilding Successful Partnerships – Four Common Actions

• Unleashing Buying and Selling Power

• Changing Buying and Selling Processes

• Developing an Integrated Supply Chain

• Learning & Applying Best Practices & e-Tools from Industry Leaders

What AreWinning Organizations Doing?

Reference Text – World Class Contracting, By Gregory A. Garrett, CCH 2001, pg. 2

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New Supply Environment – The World We Live InNew Supply Environment – The World We Live In

• Relaxed barriers to entry• Increased pricing flexibility • Pro-entrant incentives• Mandatory wholesale of unbundled elements

Reg

ula

tion

Supply Drivers New SupplyEnvironment

• Emergence of Internet architecture• Growth of Automated Sales Tools• Use of Enterprise Resource Planning (ERP) Software• Growth of e-procurement Software and Contract Management Enterprise Software

Tec

hn

olog

y

Pros+ New product and service providers

+ Wider range of products and services

+ More modular products and services

+ Improved price/performance

+ Accelerated pace of changeCons-More complexity

- Higher cost of integration

- Less reliability

- Accelerated pace of change

- Rapid Obsolescence

Increased Range of Services andProduct Choices for End Users

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Unleashing Buying & Selling PowerUnleashing Buying & Selling Power

• Use of electronic catalogs, self-service internet sales, Net marketplaces, etc.

• Use of e-sales and e-procurement tools has caused a revolution in the roles & responsibilities of:

• Sales managers/account executives

• Procurement managers/purchasing agents

• Contracts managers/contract administrators

• Fewer people with broader responsibilities requiring more education, training, and business skills to propose, negotiate, and administer complex innovative deals and partnerships

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Changing Buying & Selling ProcessesChanging Buying & Selling Processes

Maximizing e-procurement Success

Procurement Today:Managed per Transaction

e-procurement:Managed by Exception

Online productselection

Search large catalogsPersonalized views; namedshopping carts

Requisitionapproval

One to 12 levels of manualapproval

Transactions automaticallyapproved based on rules

P.O. TransmissionFax, e-mail, EDI direct tosupplier; supplier retypes theorder

Order is sent through a supplierclearinghouse

Paymentauthoirzation

Dependent on three-way matchof P.O. with invoice and receipts

Immediate; based on shipmentnotice

AnalysisSporadic; not linked to supplierperformance

Continuous; integrated in realtime; drives optimization ofprocess

Source: Forrester Research, Inc.

Reference Text, pg. 5

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Developing an Integrated Supply ChainDeveloping an Integrated Supply Chain

• Integrated - means providing Enterprise Resource Planning (ERP) to ERP, core business transaction functionality to all participants

• Going beyond Supply Chain Management to the integration of databases between companies

• Today - large trade exchanges, built cooperatively by industry participants are changing the nature of business

• More companies are creating shared virtual workspaces, with appropriate security and access measures.

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Trade Exchange – Example: ExostarTrade Exchange – Example: Exostar

Exostar’s Mission:To become the standard e-business platform for everyone in the Aerospace & Defense industry

EXOSTAR

Founding Members

BAE Systems

Boeing

Lockheed Martin

Raytheon

Rolls-Royce

Trading Partners

Large OEM’s

Government Buyers

Airlines

Tier 1 –3 Suppliers

Service Providers

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Boeing’s Forum Pass – Virtual Collaborative WorkspaceBoeing’s Forum Pass – Virtual Collaborative Workspace

How Forum Pass Fits

Contracts

Design

MFG

PM

Virtual Mtgs.

ACCTG

Check-out/Check-in Via Forum Pass

Contracts

Design

MFG

PM

Virtual Mtgs.

ACCTG

Partner A

Contracts

Design

MFG

PM

Virtual Mtgs.

ACCTG

Partner B

httpshttps

https

https

Logos obtained from Boeing website

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Example: Boeing ForumPassExample: Boeing ForumPass

ForumPass offers a collaboration solution to address the challenges of integrated project teams

Supports creation of dynamic, opportunistic project teams, independent of computing support

Provides a common workspace that fosters innovation

Breaks down barriers to collaboration

Process and schedule visibility

Immediate notification of changes

Visualization via Computer-Aided Design (CAD)

Balances security with access to key collaboration partners

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ForumPass Key CapabilitiesForumPass Key Capabilities

• Project Management and Administration

• Document and Data Management

• Online Meetings

• Visualization and Mark-up

• Workflow

• Subscription-based notifications

• Security and access control

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Goal: Establish a Common Collaboration WorkspaceGoal: Establish a Common Collaboration Workspace

• Project Management

• Document Management

• Product Data/Change Control

• Virtual Meetings

DOD

Boeing

Firewall

Shared Workspace

Firewall

Supplier A

FirewallSupplier B

Firewall

Supplier C

Firewall

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Learning & Applying Best Practices & e-tools from Industry LeadersLearning & Applying Best Practices & e-tools from Industry Leaders

MicrosoftBill Gate’s New Rules

for e-Business

Bill Gate’s New RulesBill Gate’s New Rules

1. Insist that communication flow through e-mail

2. Study sales data online to share insights easily

3. Shift knowledge workers into high level thinking

4. Use digital tools to create virtual teams

5. Convert every paper process to a digitalprocess

6. Use digital tools to eliminate single-taskjobs

7. Create digital feedback loop

8. Use digital systems to route customercomplaints immediately

9. Use digital communication to redefineboundaries

10. Transform every business process into just-in-time delivery

11. Use digital delivery to eliminate middleman

12. Use digital tools to help customers solveproblems for themselves

Reference Text, pg. 7

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Hormel Foods: Best Practices with Oracle Internet Hormel Foods: Best Practices with Oracle Internet Procurement e-toolProcurement e-tool

CaseStudy

• Hormel Foods has recently completed the installation of Oracle’s Internet Procurement at all of its 50 locations. Employees at all of these sites are now able to create purchasing requisitions for non production items and have them automatically routed for approval, as well as track and access information on a real-time basis

• Self-guiding on-line catalogs allow workers to search for goods and services from approved suppliers

• Most of the savings associated with the implementation of Oracle Internet Procurement is as a result of Hormel’s procurement personnel no longer having to spend considerable amounts of time dealing with routine purchases

Reference Text, pg. 8

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Lockheed Martin: Best Practices with SAP Business to Lockheed Martin: Best Practices with SAP Business to Business (B2B) e-toolBusiness (B2B) e-tool

CaseStudy

• In June 1999, the Missiles and Fire Control Division of Lockheed Martin located in Dallas, TX selected the Business to Business (B2B) Procurement system developed by SAP to replace an out-dated paper-based indirect procurement process.

• Lockheed Martin leveraged the capabilities of the SAP business workflow component to implement consistent business rules to ensure user’s purchases were appropriate, priced within limits, and ordered from approved suppliers.

• As a result of SAP’s focus and rapid implementation, ease-of-use, and flexibility Lockheed Martin was able to control the use of their indirect procurement expenses achieving dramatic cost reductions.

Reference Text, pg. 8

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Qwest: Best Practices with V-Source e-toolQwest: Best Practices with V-Source e-tool

CaseStudy

• Qwest, formerly, US WEST, Interprise Networking Services recently selected Vsource, Inc. of Ventura, California, a provider of a “pure-play” Internet e-procurement solution called Virtual Source Network (VSN).

• Vsource charges $100 per seat for each password and small per-line transaction fees for purchase orders and Request-for-Quotations (RFQs). Customers who want VSN to tie into their existing back-end systems can do that through the Business Ware Middleware solution from Vsource partner Vitra Technology, Inc., of Sunnyvale, California.

• Depending upon a company’s current internal procurement processing costs and the volume of transactions VSN can save buyer’s hundreds, thousands, or millions of dollars each year. VSN requires little time to set-up and no training. All you need to use VSN is a browser and web access.

Reference Text, pg. 9

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Exercise 1 – Building Successful PartnershipsExercise 1 – Building Successful Partnerships

• Divide into teams of 3 – 4 people

• Select one of the four common actions that winning companies are taking to build Successful Partnerships

• Conduct a 15 – 20 minute Brainstorming session, discussing and listing the advantages and disadvantages of the selected action and what actions you as executives should take to maximize success.

• Present your findings to the class (Be Brief 3 – 5 minutes)

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Common Action:Common Action:

Advantages Disadvantages Executive Actions

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Building Successful Partnerships in the e-Business Age Building Successful Partnerships in the e-Business Age SummarySummary

• The power of e-Business has been unleashed by the advent of new communication technologies and the the Need for Speed!

• However, to achieve high performance results, year over year, companies must form successful partnerships based upon trust

• Winning organizations are taking Four Common Actions to build Successful Partnerships:

(1) Unleashing Corporate Buying & Selling Power(2) Changing Buying & Selling Processes(3) Developing an Integrated Supply Chain(4) Learning and Applying the Best Practices & e-tools from Industry Leaders

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Unit 2:Unit 2: Building Trust: Managing Building Trust: Managing Expectations and Honoring Expectations and Honoring Commitments Commitments

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Understanding How to Manage ExpectationsUnderstanding How to Manage Expectations

Ask Align Fulfill

ClarifyExpectations

ControlExpectations

Meet or Exceed Expectations

Listen Understand Negotiate Agree Communicate

• Surface explicit & Implicit expectations

• Surface Assumptions

• Compare Expectations to reality

• Resolve Gaps

• Communicate differences

• Re-set expectations

• Set realistic expectations

• Document acceptance criteria

• Meet with customer

• Obtain agreement that expectations were met

• Identify gaps

Adapted from:“Managing Expectations”by Dorothy Kirk, PM Network, August 2000

The Managing Expectations Process

Reference Text, pg. 13

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Honoring Commitments: Lessons LearnedHonoring Commitments: Lessons Learned

Listen to the customer

Understand the customers needs vs. desires

State the obvious

Be Accessible

Return phone calls, vmails, & emails in a timely manner

Provide regular communication on contract, program, partnership status

Develop a project plan for every deal (Scope of Work (SOW), Integrated Schedule, Work Breakdown Structure (WBS), Responsibility Assignment Matrix (RAM), and acceptance criteria)

Develop Risk Management Plan

Disclose problems early and mitigate negative impacts

Back up all verbal agreements and conversations in written documents

Successful PartnershipsSimple Actions Checklist

Reference Text, pg. 14

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Honoring Commitments: Lessons LearnedHonoring Commitments: Lessons Learned

Develop a changes management process

Provide frequent communication via multiple-media

Be prepared to deliver both good and bad news at multiple levels, both internally and with customers

Be flexible, develop alternatives

Set challenging but achievable objectives

Demonstrate passion to honoring commitments

Recognize that trust is the most important thing in a successful business relationship

Learn from mistakes openly communicate Lessons Learned

Celebrate joint successes

Document and share best practices

Reference Text, pg. 14

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Partnership IngredientsPartnership Ingredients

Three Major Ingredients

• Complementary Strength

• Common Customer-base

• Chemistry

Discuss Examples of Partnerships based upon each of the above.

Reference Text, pg. 15

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Successful Partnerships – Key DefinitionsSuccessful Partnerships – Key Definitions

Partners: Two or more People or organizations workingtogether toward a mutually beneficial commongoal with loyalty an a long-term commitmentto each others success.

Loyal Customer: A buyer who chooses to do business with a particular seller and commits to buy from that seller in the future.

Satisfied Customer: A buyer who buys from a particular seller but expects to buy from others in the future.

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CustomersSatisfaction/

Loyalty

SuccessfulLong-Term

Partnerships

BuildingTrust

Four Common Actions

Managing Expectationsand Honoring Commitments

Partnership Agreement(s)

Partnership Ingredients

ComplementaryStrength

CommonCustomer-base Chemistry

Customer Need/Desires = Business Partnership

Reference Text, pg. 16

The Successful Partnership PyramidThe Successful Partnership Pyramid

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Exercise 2: Building Trust Q&AExercise 2: Building Trust Q&A

1. On a scale of 1 (Low) to 10 (High), How effective is your organization/company in building long-term buyer/seller relationships? Give examples.

2. On a scale of 1 (Low) to 10 (High), How well does your organization/company manage your customers expectations? Give examples.

3. On a scale of 1 (Low) to 10 (high), How well does your organization ensure requirements and acceptance criteria are aligned, agreed to, and documented before the contract is signed?

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Unit 3:Unit 3: Government Contracting and Government Contracting and Commercial Contracting Commercial Contracting

Similarities Similarities

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Contract Management – What Is It?Contract Management – What Is It?

A process of planning, forming, and administering agreement(s) to buy or sell goods and services from or to another party

The art and science of managing a contractual agreement(s) throughout the contracting process

Buyer Seller Subcontractor(s)Contract Contract

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ContractsContracts

Definition

An agreement between two or more (competent) parties or persons that creates an obligation to do or not do a particular thing

A contract has two aspects:

Document: Written manifestation of an agreement between parties

Relationship: The personal or professional commitment that forms the understanding between people who enter into agreements, either oral or written

Reference Text, pg. 19

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Contracts AreContracts Are

Sources of business: For sellers

Sources of goods and services: For buyers

Risk management tools: For both buyers and

sellers

Projects: That must be managed by people from both the buyer’s and seller’s organizations.

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Contract Management’s Four “Ps”Contract Management’s Four “Ps”

People

Authority: Who can sign or approve?

Responsibilities: Who does what?

Process: The means by which goods and services are exchanged

Performance: How effectively the goods and services are bought and sold

Price: What determines a reasonable price? How do terms and conditions affect price?

Quality, cost, and schedule

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Contract Management ProcessContract Management Process

Buyer1. Procurement

Planning2. Solicitation

Planning3. Solicitation

Make-or-buy decision

Seller1. Presales

Activity2. Bid/no-bid

Decision making3. Bid or Proposal

Preparation

Bid decision

Phase 1: Preaward

Buyer4. Source Selection

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Seller4. Contract

Negotiation & Formation

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Phase 2: Award Phase 3: Postaward

Buyer’s and seller’s steps

Reference Text, pg. 20

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Government (Public) Contracting and Commercial (Private)Government (Public) Contracting and Commercial (Private)ContractingContracting

Similarities Include:

* (Similar – CM Process) Both follow a similar Contract Management process.

* (Similar – CM People Skills) Both require well-trained and educated people with broad skills sets (competencies including: Negotiation skills, financial skills, legal skills, interpersonal skills, communication skills, organizational skills, leadership skills, and others.

* (Similar – Performance Requirements) Both need to focus on delivering and/or providing quality products, services, and/or solutions for their customers – faster, better, and cheaper.

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So What’s the Point – According to W. Gregor MacFarlan, CPCMSo What’s the Point – According to W. Gregor MacFarlan, CPCM

• An immense increase in knowledge workers and a decrease in manual workers.

• Contract Management professionals are knowledge workers. Individual effectiveness and collective growth required:

– Reasonable empowerment (Autonomy to act is essential).

– Opportunities to apply innovative judgment (strive to improve the deal).

– Continuous learning for growth (no other useful option).

• Biggest mistake of our time: treating knowledge workers as a cost rather than as an asset.

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A Few More PointsA Few More Points

• Demographics and work environments relate:

– In millions of cases, the knowledge worker is not dependent on a single employer for a career.

– The knowledge worker’s professional capabilities and skills are portable.

– The high likelihood exists for knowledge workers to pursue three or four successful growth jobs over a career. Many people will be crossing-over between either buyer or seller roles and/or government and commercial contracting sectors.

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So Where Are We Headed?So Where Are We Headed?

• Recent research (1999 and 2000) by CMI* and ISM* relates for every 100 surveyed contracting/purchasing professionals concerning their roles:

• 90 indicate “more time sensitive”

• 85 indicate “more responsibility”

• 85 indicate “more team-oriented”

• 85 indicate “more strategic”

• 60 indicate “less clerical”

• Performance metrics are increasingly tied to strategic rather than transactional business measures

The Contract Management Institute (CMI) is the research arm of the National Contract Management Association (NCMA). The Institute of Supply Management (ISM) was formerly the National Association of Purchasing Management (NAPM).

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Most Recent Research (1)Most Recent Research (1)(Contract Management Institute – 2001)(Contract Management Institute – 2001)

•Performance Metrics for the Contract Management Discipline – a survey.

• Senior contracting/purchasing personnel

• 3,180 surveys distributed; 872 returned – 27 percent response rate.

• Public sector (35%); private sector-government (37%); private sector-non-government (21%); educational, not-for- profit, other (7%).

• Three quarters at least 15 years experience; more than half over 20 years.

• Education: high school (1%); some college (10%); undergraduate degree (33%); masters degree (46%); post- graduate degree (9%).

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Most Recent Research (2)Most Recent Research (2)(Contract Management Institute – 2001)(Contract Management Institute – 2001)

• Which metrics are currently used by your organization to evaluate personnel?

Top 10 choices:

1. Responsiveness. 6. Human/interpersonal2. Integrity/ethical standards relations.3. Timeliness. 7. Process focus.4. Written communication. 8. Education.5. Oral communication. 9. Customer service (internal).

10. Accountability

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Most Recent Research (3)Most Recent Research (3)(Contract Management Institute – 2001)(Contract Management Institute – 2001)

• Which metrics will be used in the next 3 to 5 years?

Top 10 choices:

1. Business Judgment. 6. Integrity/ethical standards.2. Decision making 7. Education.3. Problem-solving ability 8. Human/interpersonal4. Negotiation skills. relations.5. Customer service (external). 9. Responsiveness

10. Communications

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Most Recent Research (4)Most Recent Research (4)(Contract Management Institute – 2001)(Contract Management Institute – 2001)

• Some bottom lines:

– The contract and purchasing management function is evolving toward a strategic business management focus.

– Performance evaluation metrics increasingly assess results not just activity.

– Employees are motivated to perform when they are measured about things they have control over.

– Performance evaluation systems should be pervasive across an employee’s career path (i.e., recruitment, hiring, placement, training, evaluation, promotion, rewards, and compensation).

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Exercise 3: CM Process & Teamwork Q&AExercise 3: CM Process & Teamwork Q&A

1. Does your organization/company have a well-defined ContractManagement (CM) process, which is documented, understood,and followed by everyone in your organization/company?

2. What is the role of the Contract Manager in your organization/company?

3. What is the Executive’s role in the CM process?

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Unit 4:Unit 4: Contract Management: Contract Management: What Executives should Know What Executives should Know & Do! & Do!

What is the role of the Executive

in the CM Process?

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Why is Contract Management Important to Executives?Why is Contract Management Important to Executives?

• In most organizations/companies the success of winning and executing contracts will determine the entire future of the enterprise

– Business opportunities and risks are managed via the contract

– Growth via changes management and follow-on contracts

• Contract performance is typically inconsistent

– Some do well, but most do not

– Very team dependent

• Managing contracts is difficult

– Complicated and not well understood

– Requires broad set of management skills

– Poorly implemented internally and externally

– Traditional management incentive structures usually at variance with successful contract management

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Why is Contract Management Important to Executives?Why is Contract Management Important to Executives?• Contract management teams are often formed of a diverse temporary group of talented individuals

– Usually not well trained in contract management

– Little previous experience working together

– Expected to immediately be proficient

• There is often a negative bias against contract management

– Personnel are unfamiliar and untrained

– Prior experience with contract management has been unsuccessful

– Technical personnel typically look down on contract management and the people that attempt to manage contracts

– It is not uncommon for the very best contract management techniques to be disliked by the team

– It is sometimes viewed as non-producing overhead

– People often do not want to follow a disciplined and documented process

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What is There About Contract Management That Makes it So What is There About Contract Management That Makes it So Difficult?Difficult?

• Requires a broad set of skills

– Business, legal, financial, interpersonal, leadership, team building, negotiation, multi-cultural

– Rare to find personnel with this broad capability

• Contract management is complex and is difficult to describe succinctly

– Makes it difficult to convey to others and install as a culture

– Personnel believe that it is just paperwork anyone can do it

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What is There About Contract Management That Makes it So What is There About Contract Management That Makes it So Difficult? (continued)Difficult? (continued)

• Contract management appears overbearing to the uninitiated

– Falsely appears to stifle creativity

– Falsely appears to slow things down

– Falsely appears to be bureaucratic

• It is not uncommon for management to only give contract management lip service (Don’t walk the talk)

– Lack of understanding = Lack of support

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Why the Complexity of Contract Management Is An Issue?Why the Complexity of Contract Management Is An Issue?

• State of the Art

• Most available models are over-simplified and inadequate

• Henry Fayol’s: Planning, Organizing, Staffing, Directing, Controlling falls short in today’s environment

• Many models confuse and intermix sequential activities and on-going processes

• Communication – Without a well-defined contract management process in place:

• It makes it difficult to convey to the team how the contract will be managed

• It makes it difficult to communicate with others about the health and progress of the contract

• Execution – A well-defined contract management process is mandatory because:

• Continued growth of contracts as a result of increased outsourcing

• It is impossible to install a culture if it can’t be described

• It is difficult to install a culture even if it can be described

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Business Conduct Issues What Executives Should Know & Business Conduct Issues What Executives Should Know & Do at the OutsetDo at the Outset

Create a clear vision, mission, and goals.

Establish lines of authority – who’s in charge of what?

Create lines of communication – How to get work done!

Facilitate communication methods and structure – Make sharing info easy!

Set expectations of each other – Clarify roles and responsibilities to to ensure teamwork!

Develop escalation processes – When problems arise who do you contact!

Ensure employee feedback/performance evaluation process is regularly conducted

Create a shared reward and recognition process

Create and follow a Code of Conduct

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Indicators of Poor TeamworkIndicators of Poor Teamwork

• Communication stops

• Information is withheld

• A climate of suspicion and distrust exists

• Counterproductive subgroups and cliques form

• “Fear-of-Failure” causes individuals to avoid making decisions

• Complaining is prevalent

Separateness and distrust prevail

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Indicators of Good TeamworkIndicators of Good Teamwork

• Spontaneous, positive interpersonal interaction

• The collective energy level of the team is high

• A positive cooperative climate prevails

• Information flows freely between team members

• No work is considered beyond an individual’s job description (If it needs to be done, someone is doing it)

• Complaining is almost non-existent

• The coffee pot is never left empty for other team members

Separateness and distrust prevail

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Executive Role in Creating TeamworkExecutive Role in Creating Teamwork

Be able to communicate your vision and the contracts role in achieving it.

Understand stakeholder expectations and conflicts.

Listen to your team members speak of their teammates and notice the vocabulary and mood.

– Encourage respect and business like interaction among the team members

– Get involved if adversarial relationships emerge.

Ensure that rewards and incentive structures acknowledge team performance.

Look for, and encourage your Contract Managers to provide evidence of teamwork with:

– Users

– Customers

– Supporting organizations

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Executive Role in Establishing A Common Contract Executive Role in Establishing A Common Contract Management (CM) Vocabulary and ProcessManagement (CM) Vocabulary and Process

Understand – and use – the correct CM terminology yourself.

Demonstrate your understanding of the CM process through your actions.

Fund and support development of a glossary of common CM terminology, used in you industry, organization, and contracts.

Produce electronic copies and see to it that all Team members have the glossary of CM terms as a resource.

Insist that all team members faithfully use the approved CM process and terminology

One thing said, ten things understood

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Executive Oversight of Contract and Project PlanningExecutive Oversight of Contract and Project Planning

Ensure that time and money to plan is provided for.

Require an internal Contract Kick-off Meeting to review the plan.

Review the contract risks and how they will be managed.

Establish Executive Management Milestones reviews.

Define the business aspects you need to review and approve.

Set the schedule and measure performance against it.

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Executive Oversight of Opportunity and Risk ManagementExecutive Oversight of Opportunity and Risk Management

Encourage everyone to identify potential opportunities and risks.

Require that tailoring of procedures and templates be accompanied by risk assessment.

Require and review opportunity and risk assessments throughout the contract management process.

Require the planning and execution of approved risk mitigation and opportunity enhancement actions.

Stay cognizant of the high risks and the progress toward mitigation.

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Executive Commitment to Contract Changes ManagementExecutive Commitment to Contract Changes Management

Define the changes management process that must be used on all contracts.

Be an advocate of contract changes, as appropriate.

Constructively challenge informal contract changes at your initial reviews with team members.

Constructively challenge the effectiveness of the contract changes management at program reviews.

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Executive Participation in Contract Visibility ManagementExecutive Participation in Contract Visibility Management

Ensure that corporate information systems benefit the teams and provide Contract Managers with contract-level information necessary to manager their contracts.

Share as much company information as possible.

Eliminate barriers to sharing information.

Create a method for exchange of lessons learned between contracts and programs.

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Ensure that all contracts are properly planned.

Ensure that you receive status on all contracts and related projects.

Do not allow activity reports to substitute for status reports.

Do not substitute paper optimism for intelligent, perceptive judgment.

Verify that the reported status is consistent with contract results.

Focus on corrective actions in status meetings.

Ask how you can help in the corrective action process.

Be sure that you are not a bottle-neck to required resources.

Executive Oversight of Contract StatusingExecutive Oversight of Contract Statusing

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Ensure your managers have the correct corporate and contract management vision.

Know your managers and their leadership styles. Provide training or counseling to correct deficiencies.

Executive Development of Contract ManagementExecutive Development of Contract Management

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Executive Support of Contract Corrective ActionExecutive Support of Contract Corrective Action

Publicize expectations that contracts be technically compliant, completed on time, as as much under budget as possible.

Require the use of Action Item Registers to drive corrective actions to closure.

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Exercise 4: What Executives Should Know & Do!Exercise 4: What Executives Should Know & Do!

• Individually, review charts all of the previous charts in this unit, which contain boxes.

• Place a check in each box, which you consider yourself and/or your organization/company executives do well.

• Count up the number of checked boxes you have on the previous charts in this unit.

• Executive Assessment

Excellent: 45 to 50Good: 39 to 44Average: 34 to 39Below Average: 28 to 33Poor: 27 or below

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Why Executive Management Has an Essential Role In Why Executive Management Has an Essential Role In Contract ManagementContract Management

• Contract Management is a complex process, difficult to install as a corporate culture.

• Exceptional Contract Managers may institute sound practices in spite of the prevailing corporate culture.

• Most Contract Managers will take their guidance from the prevailing culture.

• A non-supportive or misinformed Executive Management will generally lead to ineffectual Contract Management practices.

Organizations that routinely execute contracts successfully usually have a well understood and practiced Contract Management culture backed by strong, knowledgeable,

Executive Management Support.

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Unit 5:Unit 5: Pre-Award Phase Pre-Award Phase & Best Practices & Best Practices

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Buyer4. Source Selection

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Seller4. Contract

Negotiation & Formation

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Phase 2: Award Phase 3: Postaward

Buyer1. Procurement

Planning2. Solicitation

Planning3. Solicitation

Make-or-buy decision

Seller1. Presales

Activity2. Bid/no-bid

Decision making3. Bid or Proposal

Preparation

Bid decision

Phase 1: Preaward

Reference Text, pg. 79

Contract Management Process - Buyer’s and Seller’s stepsContract Management Process - Buyer’s and Seller’s steps

Page 65: Best Contracting Practices for Business

Contract Management Process: Preaward PhaseContract Management Process: Preaward Phase

Buyer’s steps

1. Procurementplanning

2. Solicitation planning

3. Solicitation

Page 66: Best Contracting Practices for Business

Procurement PlanningProcurement Planning

Is the process of identifying which buyer needs can be best met by procuring products or services outside the organization

Involves the buyer’s consideration of –

Whether to procure (make-or-buy decision)

How to procure (contracting method)

What to procure (products and services needed)

How much to procure (quantity desired)

When to procure (delivery schedule)

Page 67: Best Contracting Practices for Business

Procurement Planning (continued)Procurement Planning (continued)

Input Tools & Techniques Output

• Scope statement

• Product description

• Procurement resources

• Market conditions

• Other planning output

• Constraints

• Assumptions

• Make-or-buy analysis

• Expert judgment

• Contract type selection

• Opportunity and Risk Management Process

• Contract terms and conditions

• Procurement management plan

• Statement of work

Reference Text

Page 68: Best Contracting Practices for Business

Solicitation PlanningSolicitation Planning

• Involves preparing the documents needed to support the solicitation

Input Tools & Techniques Output

• Procurement management plan

• Statement of work

• Other procurement planning output

• Standard forms

• Expert judgment

• Procurement documents

• Evaluation criteria

• Statement of work updates

Reference Text, pg. 86

Page 69: Best Contracting Practices for Business

SolicitationSolicitation

Involves obtaining information (bids and proposals) from perspective sellers on how project needs can be met

Types of solicitations

Request for proposals (RFP)

Request for tenders (RFT)

Request for quotations (RFQ)

Invitation for bids (IFB)

Invitation to bid (ITB)

Types of information-only solicitations

Request for information (RFI)

Request for information and qualifications (RFI&Q)

Page 70: Best Contracting Practices for Business

Solicitation (continued)Solicitation (continued)

Input Tools & Techniques Output

• Procurement documents

• Qualified seller lists

• Bidder conferences

• Advertising

• Solicitation that leads to the submission of bids or proposals

Reference Text, pg. 88

Page 71: Best Contracting Practices for Business

Contract Management Process: Preaward PhaseContract Management Process: Preaward Phase

Seller’s steps

1. Presales activity

2. Bid/no-biddecisionmaking

3. Bid or proposal

preparation

Page 72: Best Contracting Practices for Business

Presales ActivityPresales Activity

• Is the process of early involvement with potential buyers, understanding and influencing their needs, plans, and expectations

Input Tools & Techniques Output

• Customer Identification

• Determination of customer needs

• Evaluation of competitors

• Proactive sales management

• Market research

• Competitive analysis

• Potential and existing customer lists

• Customer-focused sales plan

• Competitive analysis report

Reference Text, pg. 90

Page 73: Best Contracting Practices for Business

Bid/No-Bid Decision MakingBid/No-Bid Decision Making

• Is the process of evaluating risks vs. opportunities and making an informed and intelligent decision

Input Tools & Techniques Output

• Solicitation

• Buyer-specific information

• Competitive analysis report

• Seller’s strategic objectives and plans

• Opportunity and Risk Management process

• Opportunity and Risk Management (ORM) Model

• Bid/no-bid decision

• Justification document for bid/no-bid decision

Adapted from Reference Text, pg. 93

Page 74: Best Contracting Practices for Business

Bid or Proposal PreparationBid or Proposal Preparation

Input Tools & Techniques Output

• Solicitation

• Analysis of solicitation

• Competitive analysis report

• Past proposals

• Compliance matrix

• Standard terms and conditions

• Past proposals

• Lessons-learned database

• Executive summary

• Bid or proposal

• Supporting documentation

• Oral presentation

Reference Text, pg. 95

Page 75: Best Contracting Practices for Business

Adapted from Reference Text, pg. 97

Pre-Award Phase – Best Practices (Buyer)Pre-Award Phase – Best Practices (Buyer)

Best Practices Observed Extent of ApplicationDecide what products, services, or solutions you need. (Use of off-the-shelf products or services)

Inconsistent

Conduct market research and benchmarking of industry practices

Widespread

Develop a solicitation that clearly and concisely communicates your needs in terms of performance

Limited – but growing

Use of risk management process Inconsistent

Create Standard Terms and Conditions (Ts and Cs)

Widespread

Develop Qualified Seller’s Lists Widespread

Use draft solicitations to obtain seller’s feedback

Widespread

Conduct Seller’s conferences to address solicitation concerns

Inconsistent

Page 76: Best Contracting Practices for Business

Adapted from Reference Text, pg. 97 - 98

Pre-Award Phase – Best Practices (Seller)Pre-Award Phase – Best Practices (Seller)

Best Practices Observed Extent of Application

Identify potential customers early Widespread

Evaluate competitors and create a competitive analysis report

Inconsistent

Conduct proactive sales mgmt. Know & Influence customer needs

Widespread

Conduct market research and benchmarking of industry

Widespread

Develop customer-focused sales plans

Inconsistent

Apply an Opportunity and Risk Management process

Inconsistent

Develop and use a proposal lessons learned database

Limited

Provide oral presentations of proposals

Limited

Conduct proposal reviews before submission

Widespread

Develop and use a Proposal Requirements Compliance Matrix

Inconsistent

Page 77: Best Contracting Practices for Business

Unit 6:Unit 6: The Award Phase The Award Phase & Best Practices & Best Practices

Page 78: Best Contracting Practices for Business

Contract Management Process - Buyer’s and Seller’s stepsContract Management Process - Buyer’s and Seller’s steps

Buyer4. Source Selection

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Seller4. Contract

Negotiation & Formation

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Phase 2: Award Phase 3: Postaward

Buyer1. Procurement

Planning2. Solicitation

Planning3. Solicitation

Make-or-buy decision

Seller1. Presales

Activity2. Bid/no-bid

Decision making3. Bid or Proposal

Preparation

Bid decision

Phase 1: Preaward

Reference Text, pg. 132

Page 79: Best Contracting Practices for Business

Contract Management Process: Award Phase – Source SelectionContract Management Process: Award Phase – Source Selection

Buyer’s Step

Source selection is the process of applying evaluation criteria to bids or proposals to select a supplier

Price may or may not be the primary determinant

Other criteria may be used: technical, past performance, quality, schedule, reputation, management, and so on

A weighting system may be used to select a source or to rank all proposals to establish a negotiation sequence

Page 80: Best Contracting Practices for Business

Contract Management Process: Award Phase – Source Selection Contract Management Process: Award Phase – Source Selection (continued)(continued)

This process may be simple to very complex

May involve one person or a large team

May use a screening system, establishing minimum requirements of performance

Page 81: Best Contracting Practices for Business

Contract Management Process: Award Phase – Source Selection Contract Management Process: Award Phase – Source Selection (continued)(continued)

Input Tools & Techniques Output

• Proposals

• Evaluation criteria

• Evaluation standards

• Organizational policies

• Contract negotiation

• Weighting system

• Screening system

• Independent estimates

• Contract

Reference Text, pg. 133

Page 82: Best Contracting Practices for Business

Source Selection ProcessSource Selection Process

Process of comparison and decision

Informational prerequisites

Knowledge of required goods and services

Knowledge of industry

Knowledge of market practices

Selection criteria elements

Attributes of interest

Standards

Weights

Page 83: Best Contracting Practices for Business

Contract Management Process: Award Phase – Contract Contract Management Process: Award Phase – Contract Negotiation and FormationNegotiation and Formation

Seller’s step

The process of having your bid or proposal evaluated by the buyers, anticipating and responding to questions the buyer may have, negotiating, and forming a contract between the parties

Page 84: Best Contracting Practices for Business

Contract Management Process: Award Phase – Contract Contract Management Process: Award Phase – Contract Negotiation and Formation (continued)Negotiation and Formation (continued)

Input Tools & Techniques Output

• Solicitation

• Bid or proposal

• Buyer’s source selection process

• Seller’s past performance

• Previous contracts

• Competitive analysis report

• Contract negotiation process

• Highly skilled negotiators

• Market and industry practices

• Legal review

• Contract or

• Walk away

Reference Text, pg. 142

Page 85: Best Contracting Practices for Business

Contract Negotiation: A Complex Activity for Both Buyers and Contract Negotiation: A Complex Activity for Both Buyers and SellersSellers

Successful negotiators must –

Have the ability to perceive and comprehend factors shaping and characterizing the negotiation

Exhibit behavioral and analytical skills to diagnose problems and adapt winning strategies

Understand their own personalities and personal ethics and values

Know their products and services, desired terms and conditions, and pricing strategy

Page 86: Best Contracting Practices for Business

We All Negotiate Every DayWe All Negotiate Every Day

Personal: Family and friends

Professional:

Internal Organization

External: Buyers and subcontractors

Question: How well do you negotiate?

Page 87: Best Contracting Practices for Business

Negotiation ApproachesNegotiation Approaches

Intuitive approach

Nonstructured

Informal – not written

Inconsistent results

Process approach

Structured, planned

Documented actions

More consistent results

Page 88: Best Contracting Practices for Business

What Is Different About Global and Domestic Negotiations?What Is Different About Global and Domestic Negotiations?

Political and legal issues

International monetary factors

Foreign governments and their bureaucracies

Potential instability and sudden change

Cultural diversity

Export/Import regulations

Page 89: Best Contracting Practices for Business

Key to a Successful Contract NegotiationKey to a Successful Contract Negotiation

Preparation and planning

Effective planning

Negotiation skills

Effective follow-up documentation

Page 90: Best Contracting Practices for Business

Getting to Yes Means - Getting to Yes Means -

Getting past no

Getting around “yes, but—”

Focusing on common interests not positions

Use of joint problem solving

Internally

Externally

The right solution is a matter of perspective – buyer or seller

Page 91: Best Contracting Practices for Business

Buyer’s Negotiation Objectives (Interests)Buyer’s Negotiation Objectives (Interests)

Acquire necessary supplies and services of the desired quality, on time, and at the lowest reasonable price

Establish and administer a pricing arrangement that results in payment of a fair and reasonable price

Satisfy needs of the end user (customer)

Page 92: Best Contracting Practices for Business

Seller’s Negotiation Objectives (Interests)Seller’s Negotiation Objectives (Interests)

Profitability (long-term vs. short-term)

Market share

Satisfy needs of the customer

Page 93: Best Contracting Practices for Business

The Contract Negotiation Process: The Risk ZoneThe Contract Negotiation Process: The Risk Zone

Three Phase 1: Prenegotiation Phase 2: Conducting Phase 3: Postnegotiation ContractPhases Planning Negotiations Actions Award

Key 1. Prepare yourself and your team 1. Determine who has authority 1. Prepare negotiation minutes

Steps or 2. Know the other party 2. Prepare the facilities 2. Send mintues ot the other party

actions 3. Know the big picture 3. Use an agenda 3. Offer to write up the contract

4. Identify objectives 4. Introduce the team 4. Prepare the contract

5. Prioritze objectives 5. Set the right tone 5. Prepare negotiation results

6. Create options 6. Exchange information summary

7. Select fair standards 7. Focus on objectives 6. Obtain required reviews and

8. Examine alternatives 8. Use strategy, tactics, and approvals using CMS

9. Select your strategy, tactics, countertactics 7. Send contract to the other party

and countertactics 9. Make counteroffers for signature

10. Develop a solid and approved 10. Document agreement or know 8. Provide copies of the contract

team negotiation plan when to walk away to affected organizations

9. Document lessons learned

10. Prepare contract administration

plan

Adapted from Reference Text: pg. 145

Page 94: Best Contracting Practices for Business

Phase 1: Prenegotiation Planning (10-Step Process)Phase 1: Prenegotiation Planning (10-Step Process)

Step 1 Prepare yourself and your

team

Step 2 Know the

other party

Step 3 Know the big

picture

Step 4 Identify

objectives (interests)

Step 5 Prioritize objectives

Step 6 Create options

Step 7 Select fair standards

Step 8 Examine

alternatives

Step 9 Select your

strategy, tactics, and

countertactics

Step 10 Develop a solid and

approved team negotiation

plan

Page 95: Best Contracting Practices for Business

The Importance of PriceThe Importance of Price

Price

ScheduleTechnology

(R&D)

Services

Ts and Cs

Products

CustomerObligations

Type ofcontract

Miscellaneous

Adapted from Reference Text: pg. 147

Page 96: Best Contracting Practices for Business

The Importance of Terms and ConditionsThe Importance of Terms and Conditions

Ts and Cs:Cost, Risk,and Value

PaymentsInspection andacceptance

Financing

Warranties

Taxes

GuaranteesIndemnityand liability

Exchange rate

Spares

Obligations

Deliveryterms

And so on

Adapted from Reference Text: pg. 148

Page 97: Best Contracting Practices for Business

Phase 2: Conducting NegotiationsPhase 2: Conducting Negotiations

Step 1 Determine who

has authority

Step 2 Prepare the

facilities

Step 3 Use and agenda

Step 4 Introduce the

team

Step 5 Set the right

tone

Step 6 Exchange information

Step 7 Focus on objectives (interests)

Step 8 Use strategy, tactics, and

countertactics

Step 9 Make

counteroffers

Step 10 Document

agreement or walk away

Page 98: Best Contracting Practices for Business

Tactics and Countertactics I (Buyer vs. Seller)Tactics and Countertactics I (Buyer vs. Seller)

Tactics Countertactics Attacks (hot buttons)

Personal insults Emotional reactions Professional insults

Tricks False data No authority to negotiate

Disclose the attack Strike back Give in Break off Explore alternatives

Know the truth Have the right data Establish in writing who has authority

Escalate

Adapted from Reference Text: pg. 149

Page 99: Best Contracting Practices for Business

Tactics and Countertactics II (Buyer vs. Seller)Tactics and Countertactics II (Buyer vs. Seller)

Tactics Countertactics Arbitrary deadlines

Limited availability

Agree with deadline Counter the offer with compromise schedule Refuse to change schedule

Coordinate schedules in advance Counter with your limited availability Be flexible Escalate

Page 100: Best Contracting Practices for Business

Tactics and Countertactics III (Buyer vs. Seller)Tactics and Countertactics III (Buyer vs. Seller)

Tactics Countertactics Third-party scapegoat

Real approval required Pretend such approval is required

Giveaways

Escalate to third party Compromise

Disclose them as giveaways Exchange giveaways

Page 101: Best Contracting Practices for Business

Tactics Countertactics Good guy – bad guy

Prolonging the negotiation

Counter with bad guy – good guy Escalate

Take a break or have a caucus Maintain silence

Tactics and Countertactics IV (Buyer vs. Seller)Tactics and Countertactics IV (Buyer vs. Seller)

Page 102: Best Contracting Practices for Business

Tactics and Countertactics V (Buyer vs. Seller)Tactics and Countertactics V (Buyer vs. Seller)

Tactics Countertactics Delays

Submission of data Start of negotiation Return from breaks

Diversions Questions Telephone calls Faxes Personal breaks

Start on time Claim limited availability Leave or create greater delays

Keep things on track Refocus team No phones in room No interruptions

Take a break

Page 103: Best Contracting Practices for Business

Tactics Countertactics Stonewall

Take it or leave it! I shall not move!

End-of-quarter or end-of-year negotiation pressure

Give in

Say “Yes, and...”

Walk away

Escalate

Settle in next quarter or next year

Tactics and Countertactics VI (Buyer vs. Seller)Tactics and Countertactics VI (Buyer vs. Seller)

Page 104: Best Contracting Practices for Business

Factors in Selecting Contract TypesFactors in Selecting Contract Types

Capability of seller’s accounting system

Uncertainty in the cost estimate

Type and complexity of the requirements

Urgency of the requirement

Marketplace and competition

Seller’s technical capability

Administrative costs to both parties

Size and amount of the contract

Page 105: Best Contracting Practices for Business

Contract Pricing (Incentives) – Best Practices (Buyer & Seller)Contract Pricing (Incentives) – Best Practices (Buyer & Seller)

Best Practices Observed Extent of Application

Use performance – based incentives Inconsistent

Develop clear, concise, and objectively measurable incentives

Inconsistent

Create a proper balance of incentives – cost, schedule, & quality

Inconsistent

Make incentives challenging yet attainable

Inconsistent

Use a combination of incentives objectively and subjectively determined

Limited

Consider using socio-economic incentives

Limited

Tie on-time delivery to cost and/or quality performance criteria

Limited

Avoid rewarding sellers for minimal performance

Widespread

Use a combination of positive and negative incentives

Inconsistent

Include incentives for early payments

Widespread

Ensure all incentives have limits Inconsistent

Reference Text, Pgs. 118-119

Page 106: Best Contracting Practices for Business

Step 1 Prepare

negotiation minutes

Step 2 Send minutes to the other

party

Step 3 Offer to write

up the contract

Step 4 Prepare the

contract

Step 5 Prepare

negotiation results summary

Step 6 Obtain required

reviews and approvals

Step 7 Send contract

to the other party for signature

Step 8 Provide copies of contract to

affected organizations

Step 9 Document lessons learned

Step 10 Prepare contract

administration plan

Contract Administration

Contract Implementation

Contract closeout or termination

Phase 3: Postnegotiation ActionsPhase 3: Postnegotiation Actions

Page 107: Best Contracting Practices for Business

Understanding How Negotiations WorkUnderstanding How Negotiations Work

For about 15 years of my life, I watched negotiators I was trying to learn from and finally come to the realization that they did not know what they were doing. If something went wrong and I asked, “Well, why did it go wrong?” they could not tell me. If I asked, “What did you do right?” they could not tell me. The insight I got was that no one knew. You can assemble a group of great people who have taken part in great negotiations for a discussion, and they all come up with completely different reasons for why the negotiation was successful and how it worked.

- GERARD I. NIERENBERG

Page 108: Best Contracting Practices for Business

Contract Award Phase – Best Practices (Contract Negotiation & Contract Award Phase – Best Practices (Contract Negotiation & Formation) (Buyer & Seller)Formation) (Buyer & Seller)

Best Practices Observed Extent of Application

Select and train skilled negotiators to lead the contract negotiation process

Inconsistent

Select your negotiation strategy, tactics, and countertactics

Inconsistent

Use an agenda during contract negotiations

Widespread

Do not be too predictable in your tactics

Inconsistent

Develop an approved negotiation plan

Widespread

Conduct mock negotiations Widespread

Document your agreements throughout the process

Widespread

Understand everything affects price Inconsistent

Tailor Ts & Cs to the deal Widespread

Know what is negotiable and what is not

Widespread

Know when to walk away Inconsistent

Adapted from Reference Text, pg. 155

Page 109: Best Contracting Practices for Business

Exercise 4: Contract Negotiations Q&AExercise 4: Contract Negotiations Q&A

1. When does the negotiation begin?

2. Who is normally the chief negotiator?

3. Are you aware of any executives within your organization who makecommitments before the contract is negotiated?

Page 110: Best Contracting Practices for Business

Exercise 4: Contract Negotiations Q&AExercise 4: Contract Negotiations Q&A

4. Do you require and review prenegotiation plans and objectives?

5. Have you ever walked away from a multi-million dollar deal becausethe risks outweighed the benefits?

Page 111: Best Contracting Practices for Business

Unit 7:Unit 7: Post-Award Phase Post-Award Phase & Best Practices & Best Practices

Page 112: Best Contracting Practices for Business

Contract Management Process - Buyer’s and Seller’s stepsContract Management Process - Buyer’s and Seller’s steps

Buyer1. Procurement

Planning2. Solicitation

Planning3. Solicitation

Make-or-buy decision

Seller1. Presales

Activity2. Bid/no-bid

Decision making3. Bid or Proposal

Preparation

Bid decision

Phase 1: Preaward

Buyer4. Source Selection

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Seller4. Contract

Negotiation & Formation

Contract Award5. Contract

Administration

6. Contract Closeout or Termination

Phase 2: Award Phase 3: Postaward

Reference Text, pg. 159

Page 113: Best Contracting Practices for Business

Contract AdministrationContract Administration

The principal objective of contract administration for both the buyer and the seller is to ensure fulfillment of contractual obligations by all parties to the contract.

Reference Text, pg. 158

Page 114: Best Contracting Practices for Business

Input Tools & Techniques Output

• Contract

• Work results

• Change requests

• Invoices and payments

• Other tasks

• Contract Administration policies

• Contract analysis and planning

• Preperformance conference

• Performance measuring and reporting. Payment system

• Change control system

• Dispute management system

• Documentation

• Contract changes

• Payment

• Completion of work

Contract Management Process: Postaward Phase – Contract Contract Management Process: Postaward Phase – Contract AdministrationAdministration

Reference Text, pg. 159

Page 115: Best Contracting Practices for Business

Key Contract Administration Policies for Buyers and SellersKey Contract Administration Policies for Buyers and Sellers

Compliance with terms and conditions

Effective internal and external communication and control

Effective control of contract changes

Effective resolution of claims and disputes

Page 116: Best Contracting Practices for Business

Reasons for NoncomplianceReasons for Noncompliance

The six great excuses

I never saw the contract.

I didn’t have a chance to read the contract.

I didn’t understand the contract.

I thought the contract was wrong.

That’s not what the contract says!

What contract?

Page 117: Best Contracting Practices for Business

Need for Communication Between Buyers and SellersNeed for Communication Between Buyers and Sellers

Contracts are relationships

Relationships are not cast in concrete-they change with circumstances

Contractual relationships are dynamic

Communication is essential for effective responses to change

Sharing information is necessary, but not sufficient?

Page 118: Best Contracting Practices for Business

Main Tasks for Buyers and SellersMain Tasks for Buyers and Sellers

Analyze obligations, assign responsibilities, and set performance goals

Observe, document decisions and events, and report performance

Identify and analyze variances

Take corrective action

Follow up

Manage changes and disputes

Close out contract

Page 119: Best Contracting Practices for Business

Contract AnalysisContract Analysis

Read all terms and conditions

Separate into technical and administrative requirements

Develop contract work breakdown structure to at least three levels

Identify who is responsible for work elements

Page 120: Best Contracting Practices for Business

Contract Work Breakdown StructureContract Work Breakdown Structure

1.1.1Specification s

1.1.2W ork statem ent

1.1.3Sche dule

1.1T echnica l

requirem ents

1.2.1Paym entproce dure s

1.2.2Cha ng em anagem en t

1.2.3D ispute s

1.2Adm inistrativ erequirem ents

1.0Contrac t

Requirem ents

Page 121: Best Contracting Practices for Business

Setting GoalsSetting Goals

Discuss requirements with affected managers

Determine

Who

What

When

Where

How

Seek agreement and/or commitment

Page 122: Best Contracting Practices for Business

Preperformance ConferencePreperformance Conference

Meeting between buyer and seller

Held before start of performance

Review contract terms and conditions

Establish administrative procedures

Establish communication protocols

Keep and distribute meeting minutes

Page 123: Best Contracting Practices for Business

Records and Files for Buyers and SellersRecords and Files for Buyers and Sellers

Official copy of contract and modifications

Conformed working copy of contract

Correspondence file, log or index, and suspenses

Telephone log

Records of deliveries, inspections, acceptances

Progress and surveillance reports

Property administration records

Invoice and payment records

Page 124: Best Contracting Practices for Business

Progress ReportsProgress Reports

May be oral or written

Include observations and conclusions of others

Present information that is not “real time”

Afford opportunities for errors:

Accuracy

Objectivity

Honesty

Timeliness

Competence of observer

Page 125: Best Contracting Practices for Business

Report ConsiderationsReport Considerations

Subject Matter

Contents

Raw data

Analyses

Conclusions

Combination of above

Frequency and timing

Format

Address(es)

Page 126: Best Contracting Practices for Business

Main purpose: Reduce reliance on human memory

Efforts must be thorough and consistent

Essential for –

Proof of performance

Management of changes

Proof of claims

Evidence in case of arbitration or litigation

Records and DocumentationRecords and Documentation

Page 127: Best Contracting Practices for Business

Contract Change ManagementContract Change Management

Contract

Page 128: Best Contracting Practices for Business

Change Management ActionsChange Management Actions

Changes modify contract requirements, terms, and conditions

They add, delete, or both

They affect the triple constraints:

Performance

Schedule

Cost

Page 129: Best Contracting Practices for Business

Change Management Actions (continued)Change Management Actions (continued)

Modifications are inevitable

Change provides an opportunity for additional sales

Management objectives include –

Control

Customer Satisfaction

Cost recovery

Schedule adjustment

Profit

Page 130: Best Contracting Practices for Business

Change AuthorizationChange Authorization

Ensure that only authorized representatives make, accept, or negotiate contract changes

Add the appointed representatives to the contract

Change orders in writing, when possible

Confirm oral changes in writing

Page 131: Best Contracting Practices for Business

Notification of ChangesNotification of Changes

Notify other party of actions or inactions that are changes, such as constructive change

Notify promptly, in writing

Provide full description and explanation

Page 132: Best Contracting Practices for Business

Control of Claims and DisputesControl of Claims and Disputes

Contract agreements are not perfect

Misunderstandings are inevitable

Claims and disputes –

Are a normal part of contracting process

Must not be allowed to disrupt performance

Must be resolved promptly and dispassionately

Page 133: Best Contracting Practices for Business

Resolution of DisputesResolution of Disputes

Negotiation, compromise

Arbitration

Submission of dispute to disinterested person or persons for final decision

Objective is final disposition in inexpensive, expeditious, and less formal manner

A substitute for litigation

Litigation

Page 134: Best Contracting Practices for Business

Contract Management Process: Postaward Phase – Contract Contract Management Process: Postaward Phase – Contract CloseoutCloseoutBuyer’s and seller’s steps

Contract closeout involves both product verification and administrative closeout

Input Tools & Techniques Output

• Completion of work

• Contract documentation or

• Termination notice

• Compliance verification

• Contract documentation

• Contract closeout checklist

• Termination

• Product or service completion

• Acceptance and final payment

• Contract closeout or termination documents

• Documented lessons learned

Reference Text, pg. 182

Page 135: Best Contracting Practices for Business

Sample Contract Closeout ChecklistSample Contract Closeout Checklist

Yes N/A No1. All products and/or services required have been provided to the buyer.

2. Documentation adequately shows receipt and formal acceptance of

all contract items.

3. No claims or investigations are pending on this contract.

4. Any buyer-furnished property or information was returned to the buyer.

5. All actions related to contract price revisions and changes have been

concluded.

6. All outstanding subcontracting issues have been settled.

7. If a partial or complete termination was involved, action is complete.

8. Any required contract audit is now complete.

9. The final invoice has been submitted and paid.

Sample Contract Closeout Checklist

Page 136: Best Contracting Practices for Business

Types of TerminationsTypes of Terminations

Termination by mutual agreement

Termination for cause or default

Termination for convenience (most widely used in government contracting)

Page 137: Best Contracting Practices for Business

Postaward Phase – Best Practices (Buyer & Seller)Postaward Phase – Best Practices (Buyer & Seller)

Best Practices Observed Extent of Application

Read and analyze the contract Widespread

Develop a Contract Administration Plan

Limited

Assign a Contract Administration Manager

Inconsistent

Comply with Contract Ts and Cs Inconsistent

Control contract changes via contract change process

Inconsistent

Resolve Claims & Disputes promptly

Widespread

Develop a Contract Work Breakdown Structure

Widespread

Manage the invoice and payments process

Widespread

Enforce Contract Ts and Cs Inconsistent

Develop and Implement Contract Admin policies & guidelines

Inconsistent

Adapted from Reference Text: pgs. 188-189

Page 138: Best Contracting Practices for Business

Postaward Phase – Best Practices (Buyer & Seller)Postaward Phase – Best Practices (Buyer & Seller)

Best Practices Observed Extent of Application

Provide copies of the contract to all affected organizations

Widespread

Maintain a conformed copy of the contract

Inconsistent

Document communications Inconsistent

Prepare & distribute meeting minutes

Widespread

Clarify team members roles and responsibilities

Widespread

Provide leadership support throughout

Inconsistent

Prepare contract close-out checklists Widespread

Document Lessons Learned Inconsistent

Share Best Practices Widespread

Reward Team Performance Inconsistent

Adapted from Reference Text: pgs. 188-189

Page 139: Best Contracting Practices for Business

Exercise 5: The Postaward Phase – Q & AExercise 5: The Postaward Phase – Q & A

1. What is the purpose of contract administration?

2. What are the main tasks of contract administration?

3. How important is change management to the successof your business?

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Exercise 5: The Postaward Phase – Q & AExercise 5: The Postaward Phase – Q & A

4. How should contract disputes be resolved between the buyer and the seller?

5. How important is it to enforce the terms and conditionsof your contracts?

6. How important is it to document and share lessonslearned and best practices?

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A Long-Shot Prediction (Future of Contract Managers) by W. Gregor MacFarlanA Long-Shot Prediction (Future of Contract Managers) by W. Gregor MacFarlan

• Contributory and knowledgeable team members throughout the contract management process.

• Innovative thinkers for strategic decision making, business alternatives, and partnering.

• Useful knowledge of multiple markets and the use of market research.

• Strong internal and external communication and facilitation skills.

• Proven skill in using computer-based programs and e-business media.

• Staying connected through an organization’s digital nervous system.

• Customer-service attitude and results.

• Concern for quality whatever the assignment.

• Continuous learning through professional certification.

How would you be evaluated today given these metrics?