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From checklist to judgment: See the new Ivo Review in action — Transcript

by Ivo · 10,294 words · 1,622 segments · language en · Watch on YouTube

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  1. 0:01Cool, okay. It's a few minutes past the
  2. 0:03clock and so um I think it's good to get
  3. 0:05started. Um so wanted to do some
  4. 0:09introductions. So I'm Ling. I lead the
  5. 0:13team of legal engineers here at Ivor
  6. 0:16um and I'll be moderating the session
  7. 0:17today.
  8. 0:19Um I'm also joined by my colleagues here
  9. 0:21and I'll pass the mic uh onto them to
  10. 0:23introduce themselves.
  11. 0:27Hi everyone. Uh very nice to to see uh
  12. 0:31so many people here. I believe uh many
  13. 0:33of you might I I might have met already,
  14. 0:35but for those of you who haven't, I'm
  15. 0:37Min Kyu I'm the co-founder here at Ivor
  16. 0:39uh and extremely excited to show you all
  17. 0:41the Review 2.0 today. So thanks for
  18. 0:44attending and I hope you find it
  19. 0:46interesting.
  20. 0:48Hey everyone. My name's Tom. Very glad
  21. 0:50to be here. So at Ivor I sit at the
  22. 0:52intersection of legal engineering and
  23. 0:54in-house counsel. Thank you.
  24. 1:00Cool. So um a few housekeeping matters.
  25. 1:03We are recording today's session and
  26. 1:05we'll share the slides and the
  27. 1:06recordings afterwards.
  28. 1:08We have about 60 minutes together um
  29. 1:11with the last 15 minutes reserved for
  30. 1:13Q&A. But feel free to drop your
  31. 1:15questions in the chat at any time. Um
  32. 1:17we'll make sure to get to them.
  33. 1:20If you're not actively speaking today,
  34. 1:22um uh please stay on mute.
  35. 1:25Um yeah, and in terms of agenda, here's
  36. 1:28uh how we'll spend uh
  37. 1:30our together. Um
  38. 1:32Tom's going to start us off with a
  39. 1:34question that I think maybe all most all
  40. 1:36of you share. What makes a good contract
  41. 1:38redline? Um and then we'll show you some
  42. 1:41real examples from our recent
  43. 1:42benchmarking study.
  44. 1:44And then Min Kyu will then introduce
  45. 1:45Review 2.0, um what it is, what is new,
  46. 1:48and how it's different from anything
  47. 1:50else uh on the market. And then we'll
  48. 1:53dive uh into a live demo and close out
  49. 1:56with a open Q&A.
  50. 1:58All right, Tom. Over to you.
  51. 2:01Sounds good. Thank you, Elaine.
  52. 2:03So,
  53. 2:05before diving into Review 2.0, I want to
  54. 2:08ponder on this very, very basic
  55. 2:10question, but it's very important to get
  56. 2:12this right. That is, what makes a good
  57. 2:14redline? And um nowadays, almost all the
  58. 2:18legal AI tools or almost all the AI
  59. 2:20tools in the market claim they have some
  60. 2:22kind of redlining capabilities. But,
  61. 2:25what is the difference between all the
  62. 2:27redlines they produce, and how do we
  63. 2:29evaluate what is a good redline? And
  64. 2:32that's the whole purpose of our
  65. 2:33benchmark study.
  66. 2:36Um so, we did this benchmarking study to
  67. 2:39compare Evisort, which is representing a
  68. 2:42purpose-built legal AI tool, and Clause,
  69. 2:46um that's representing a generic generic
  70. 2:49AI tool, and human attorneys. We have 19
  71. 2:52real-world anonymized contracts,
  72. 2:54including NDAs, MSAs, DPAs, terms and
  73. 2:58conditions, ranging from five pages to
  74. 3:01more than 30 pages. And we have three
  75. 3:03playbooks. And we gave all the materials
  76. 3:06to the three participants with minimal
  77. 3:08instruction and prompting. And then we
  78. 3:11have three judges coming from big law
  79. 3:13and in-house background with their rich
  80. 3:16experience with commercial agreements.
  81. 3:18And then we scored the outputs in a
  82. 3:20scale of 1 to 10.
  83. 3:26And
  84. 3:29and in terms of answering the question,
  85. 3:31what is a good redline? This is our
  86. 3:34rubric, and this is what we think is the
  87. 3:36most important. Um first, issue
  88. 3:38spotting. Did the reviewer catch all the
  89. 3:41issues that the playbook flags? And just
  90. 3:44as importantly, is it under issue issue
  91. 3:47flagging? Did they avoid raising things
  92. 3:49that I don't apply to the contract.
  93. 3:52Um second, surgical editing. When you do
  94. 3:55make a change, are you making the
  95. 3:57minimum precise edits needed? If the
  96. 4:00change only requires to insert five
  97. 4:02words, are you instead deleting the
  98. 4:05whole paragraph and reinserting the
  99. 4:06paragraph?
  100. 4:08And formatting retention. Um does the
  101. 4:10redline respect the numbering,
  102. 4:12cross-references, defined terms in the
  103. 4:14document still?
  104. 4:16Commenting. If the playbook calls out
  105. 4:19for a default external comment, did the
  106. 4:21reviewer attach the right comment in the
  107. 4:24right place?
  108. 4:25And finally, which I think is the most
  109. 4:27interesting and the most challenging
  110. 4:29one, is called judgment. When the
  111. 4:31playbook is ambiguous, or if the
  112. 4:33playbook contains conflicting rules, did
  113. 4:36the reviewer make the right judgment
  114. 4:38call?
  115. 4:39So this is our rubric, and this is what
  116. 4:41we think will make a good redline, and
  117. 4:44we will evaluate the output based on
  118. 4:46those five rubrics.
  119. 4:50And here's the results. So um in a
  120. 4:53summary, um I fell scored at 4.52
  121. 4:57in average across all five categories.
  122. 5:00And the human attorney scored 4.56.
  123. 5:04And Claude scored 3.50.
  124. 5:07And just as important as the score is
  125. 5:09the speed. Um for I fell, I fell spends
  126. 5:13about 2 minutes and 45 seconds in
  127. 5:15average on each contract. That's
  128. 5:18including the really short contract and
  129. 5:20the relatively longer ones.
  130. 5:23And the human attorney spent 10 hours in
  131. 5:26total for all 19 contracts. So that's
  132. 5:29about 30 minutes in average for each
  133. 5:31one.
  134. 5:32And Claude spent about 5 minutes each
  135. 5:35contract.
  136. 5:36So I think there are a few things super
  137. 5:38interesting about this. One is that we
  138. 5:41all know legal AIs and AI tools in
  139. 5:43general are fast. But when combining the
  140. 5:47speed and the quality together, it's
  141. 5:49really um satisfying and surprising to
  142. 5:52see that um I thought it's basically
  143. 5:54indistinguishable with human attorneys.
  144. 5:57And this is a blind test.
  145. 5:59In second, the point of the study is not
  146. 6:02to say Claude is bad. We generally think
  147. 6:05Claude is a very capable model and it's
  148. 6:07the best model behind a lot of the legal
  149. 6:09AI tools in the market. But, the point
  150. 6:11is that when a user does not want to
  151. 6:15learn how to develop a skill or how to
  152. 6:18write a really good and long and
  153. 6:20complicated prompt, can the tool still
  154. 6:22perform and give a good redline in that
  155. 6:24case? And the answer from our study is
  156. 6:28that the purpose-built
  157. 6:30the purpose-built legal AI tools already
  158. 6:32have a lot of hardcoding and harness in
  159. 6:35the backend that's kind of already think
  160. 6:38about what makes a good redline. And
  161. 6:40therefore, we have already taken all
  162. 6:42those um aspects into consideration. And
  163. 6:45when a user does not want to do a prompt
  164. 6:49each time or develop a skill each time,
  165. 6:51they can trust a purpose-built AI tool
  166. 6:55compared to a general LLM.
  167. 6:58So, going back to the five categories,
  168. 7:01um if you remember then issues spotting,
  169. 7:03judgment, comments, form retention, and
  170. 7:06surgical editing. Um in summary, Ivo
  171. 7:10outperformed Claude in each of the five
  172. 7:12category. And Ivo um
  173. 7:15is the ranked number one for surgical
  174. 7:17editing and also judgment. So, I want to
  175. 7:21show you some examples.
  176. 7:24And all the results and all the
  177. 7:26examples, you can see and download from
  178. 7:29our website.
  179. 7:30Um part of the core principle of the
  180. 7:33whole the whole um study is
  181. 7:34transparency.
  182. 7:37And the first example is about surgical
  183. 7:39editing.
  184. 7:40And um what you see on the screen here
  185. 7:43is I thought performance. So, there are
  186. 7:46two things that I thought added to this
  187. 7:48assignment section. One is an affiliate
  188. 7:51carve out, and the other is um,
  189. 7:55the other is a competitor and the
  190. 7:57competitor
  191. 7:59restriction and a notice requirement.
  192. 8:02So, you can see here I thought it the
  193. 8:04two very precise and clean insertion to
  194. 8:07the existing sentence without really
  195. 8:09deleting or restructuring any of the
  196. 8:11original text.
  197. 8:13And the next one is Claude's output.
  198. 8:16So,
  199. 8:18Claude's completely deleted the existing
  200. 8:21M&A carve out and replaced with a new
  201. 8:24M&A carve out that includes competitor
  202. 8:27restriction and a 30-day notice.
  203. 8:30Um, it also missed the affiliate carve
  204. 8:32out, but just on the surgical editing
  205. 8:35ground. Um, the whole deleting and
  206. 8:37reinserting is confusing and might waste
  207. 8:41a lot of the redlining um, capital.
  208. 8:46And third, this is the human attorney's
  209. 8:48output. So, it is definitely cleaner
  210. 8:51than the Claude's output. However, um,
  211. 8:54if you just judge the human attorney's
  212. 8:57output uh, comparing to I thought's
  213. 8:59output, you'll probably notice that the
  214. 9:02human attorney's output might be a
  215. 9:04little bit more redundant. Um, and in
  216. 9:07addition, it missed the affiliate carve
  217. 9:09out required by the playbook.
  218. 9:13And this is, I think, the most
  219. 9:15interesting one. It's about judgment.
  220. 9:18And for this example, the playbook have
  221. 9:21some ambiguous and conflicting
  222. 9:23requirements. So, the playbook prefers
  223. 9:26Delaware or California as governing law.
  224. 9:28But, if the the counterparty has a nexus
  225. 9:32with any reasonable US state, then we
  226. 9:35can also accept that as the governing
  227. 9:38law. So, in this agreement, the
  228. 9:41counterparty is actually a Wisconsin
  229. 9:43company, and therefore Apple recognize
  230. 9:46that connection to Wisconsin and
  231. 9:49accepted the governing law of state of
  232. 9:51Wisconsin.
  233. 9:54In Cloud example, Cloud followed the
  234. 9:56first part of the requirement, which is
  235. 9:59preferring Delaware or California as the
  236. 10:01governing law, and it deleted Wisconsin
  237. 10:03at all. And in that case, it's actually
  238. 10:07um not following the playbook
  239. 10:09instruction and did not make the judge
  240. 10:11make the right judgment call.
  241. 10:14And for the human attorney, um the same
  242. 10:17he they deleted um the
  243. 10:20they deleted the uh governing law of
  244. 10:22Wisconsin and replaced it with
  245. 10:24California, which is the preferred one,
  246. 10:27but they ignored the the second part
  247. 10:30that our playbook actually accept any
  248. 10:32reasonable US state where the
  249. 10:34counterparty has an access. And they
  250. 10:36also included a lot of the arbitration
  251. 10:39clause, but what what's in the playbook
  252. 10:42is that arbitration is acceptable if the
  253. 10:46counterparty proposed it, but we do not
  254. 10:48want to um proactively include it in the
  255. 10:51um in the contract.
  256. 10:54So, in a nutshell, um we we're committed
  257. 10:58to do more evaluation and um
  258. 11:00benchmarking in the future, and this is
  259. 11:02just our first study, and um we will
  260. 11:05welcome any feedback you have.
  261. 11:08Thank you, and over to Ming Q.
  262. 11:12All right. Um thank you very much, Tom.
  263. 11:16Uh so, we're going to do a couple of
  264. 11:17things. We're going to spend most of the
  265. 11:18time in uh a demo of the tool, but just
  266. 11:21before we get into a demo, I wanted to
  267. 11:23spend a little bit of time explaining
  268. 11:25why we released this feature in the
  269. 11:27first place, uh what was wrong with
  270. 11:29review 1.0, um why did we uh uh
  271. 11:33uh decide to spend a bunch of time and
  272. 11:35energy,
  273. 11:36uh, into into building out this
  274. 11:38completely new,
  275. 11:39um, architecture? And perhaps the way to
  276. 11:42think about it is when we started, uh,
  277. 11:44with this tool,
  278. 11:46uh,
  279. 11:48we built the original version of the
  280. 11:49product a very long time ago. We were
  281. 11:50probably the the very first, uh, AI
  282. 11:53redlining solution. I would at least
  283. 11:56first generative AI AI redlining
  284. 11:58solution. And this chart over here is a
  285. 12:00famous chart many of you might be
  286. 12:02familiar with. Uh, it shows the
  287. 12:05capabilities of the models over time,
  288. 12:07uh, as measured by the time horizon of
  289. 12:09software tasks that different LLMs can
  290. 12:11complete 50% of the time.
  291. 12:14And at the time that that we, uh,
  292. 12:17built the original contract review
  293. 12:18product, it was somewhere between GPT
  294. 12:203.5 and GPT-4.
  295. 12:23And, uh, the the progress of the models
  296. 12:25has been incredibly
  297. 12:27explosive. You can see over here, uh,
  298. 12:29over this 4.6. Uh, the the green dot
  299. 12:32dotted line here is going to where you
  300. 12:33might expect progress to be and you can
  301. 12:35see that, uh, especially just over the
  302. 12:37last year or so, um, progress, uh, with
  303. 12:40these models has, uh, outpaced where
  304. 12:43expectations were.
  305. 12:44And, um, the this is reflected in the
  306. 12:46way we built the product originally.
  307. 12:48When we built Review 1.0, uh, we were
  308. 12:50working under a lot of constraints. So,
  309. 12:52the state of the art model at the time,
  310. 12:54GPT-4, had, uh,
  311. 12:56a quote,
  312. 12:57context window of 8,000 tokens. Only
  313. 13:00about half of those were actually
  314. 13:01usable. It had this problem of skim
  315. 13:03reading. So, it turns out on contracts
  316. 13:05that, uh, words really matter. So, if
  317. 13:08you skim read past a word like not, uh,
  318. 13:10that that that can be pretty important
  319. 13:12even if it's a single word. And you'd
  320. 13:14also have this problem with compounding
  321. 13:15errors where every single, um, error you
  322. 13:18made somewhere in this long chain of,
  323. 13:21uh,
  324. 13:21queries across your pipeline, that would
  325. 13:23compound across every other step. So,
  326. 13:26even if, uh, sensibly you have a 99%
  327. 13:28accuracy rating, when you compound that
  328. 13:301% failure rate across 10 or 20 steps,
  329. 13:33uh you can end up with an unusable uh
  330. 13:35product.
  331. 13:36So, the way that we try to get around
  332. 13:38this problem was we tried to use the
  333. 13:40LLMs as little as possible. And the way
  334. 13:42we did that is we created very uh rigid
  335. 13:44tight uh pipelines that uh gave kind of
  336. 13:47uh very minimal instructions uh that
  337. 13:49that we were there was very little room
  338. 13:51for the LLM to deviate from that
  339. 13:53instruction.
  340. 13:54For me, the analogy is imagine you had a
  341. 13:57an intern join your company,
  342. 14:00and the intern is very prone to making
  343. 14:01mistakes, but you still want the intern
  344. 14:03to be productive at creating some sort
  345. 14:05of reliable work product. Well, the way
  346. 14:08you might work with them is giving them
  347. 14:09a very prescriptive set of instructions.
  348. 14:12And instructions are formulated in such
  349. 14:13a way that even if the intern has a
  350. 14:15tendency to make a lot of mistakes, as
  351. 14:17long as they follow the instructions, um
  352. 14:19uh uh you know, they kind of exercise
  353. 14:21their creativity, they kind of exercise
  354. 14:22their judgment, uh they they there's
  355. 14:24very little they can do, but at least
  356. 14:26you are going to get a usable output. Um
  357. 14:29uh so, the way we built the architecture
  358. 14:31was that we had uh constant playbooks
  359. 14:33that represent your preferred positions
  360. 14:35that were encoded into what we called
  361. 14:37checklist items. And we very rigidly and
  362. 14:39independently go through each checklist
  363. 14:41item one by one. So, you might have a
  364. 14:43checklist item for insurance, or you
  365. 14:45might have 10 different checklist items
  366. 14:47for insurance, you might have a
  367. 14:48checklist item for your warranty
  368. 14:50provision, and so on and so forth. You
  369. 14:51might have a hundred different checklist
  370. 14:52items. And even though the analogy was,
  371. 14:55"Hey, I was kind of like a a junior
  372. 14:57lawyer." It might be more accurate to
  373. 14:59think of it as I was like an army of a
  374. 15:02hundred junior lawyers who are all
  375. 15:04independently reviewing uh each item in
  376. 15:07your playbook uh without any knowledge
  377. 15:09of what the other uh lawyers are doing.
  378. 15:12Um so, you know, there there are a few
  379. 15:14problems with this. Uh one problem is
  380. 15:16that creating and maintaining checklist
  381. 15:17items is really tedious. Um checklist
  382. 15:19items are rigid. Uh in practice, uh
  383. 15:22playbooks tend to be pretty fluid. You
  384. 15:23have fallback positions, and under
  385. 15:26certain circumstances, you want to
  386. 15:27surface those fallback positions. Um I
  387. 15:29have no way of doing that. You'd have to
  388. 15:31manually decide which fallback position
  389. 15:33you wanted to use. Um progress on
  390. 15:35different checklist items wasn't shared
  391. 15:37between the agents. Um and there were
  392. 15:39also a number of other issues as well.
  393. 15:40And maybe the the core issue that we saw
  394. 15:43is that when you when you negotiate with
  395. 15:45a counterparty, there's a variety of
  396. 15:47context you want to take into
  397. 15:48consideration. It's very rare that
  398. 15:50you're just rigidly
  399. 15:51uh uh
  400. 15:52you're prescribing your your playbook
  401. 15:54one item at a time or your standard
  402. 15:56preferred position. You usually have to
  403. 15:57you have to think about what happened in
  404. 15:59previous turns and negotiations with the
  405. 16:00counterparty. What are the time
  406. 16:02constraints we have? What is the
  407. 16:03relative negotiating leverage we have?
  408. 16:06You know, what time is it in the year?
  409. 16:07Maybe it's the end of the quarter and
  410. 16:08your sales team are really pushing you
  411. 16:09to get these deals done. Uh what is the
  412. 16:12market standard for this particular
  413. 16:13position?
  414. 16:14Uh so, all of this context is really
  415. 16:16important. And when you think about the
  416. 16:18bottleneck for uh a lot of our um
  417. 16:22a lot of our customers when they think
  418. 16:24about having good contract review, the
  419. 16:26bottleneck isn't intelligence.
  420. 16:27Intelligence is part of it, but the
  421. 16:29other bottleneck is
  422. 16:30uh is the context about your business
  423. 16:33and informs the kind of recommendations
  424. 16:34that we want to generate.
  425. 16:36Uh Mary asked a Mary Karan asked a
  426. 16:38question, "Can you use Review without a
  427. 16:40playbook?" Uh yes, you can. Uh and we
  428. 16:42we'll talk a little bit about that in a
  429. 16:45in in a moment. Uh but the short version
  430. 16:47is because we're looking at a variety of
  431. 16:48different context sources, we're not
  432. 16:50just looking at your playbook. We're
  433. 16:51looking at other sources as well to
  434. 16:53inform the recommendations.
  435. 16:56Um so,
  436. 16:57if if previously we were hundreds of
  437. 16:59smart junior lawyers, each responsible
  438. 17:01for small tasks, now you can think of
  439. 17:03Review 2.0 kind of like a team of
  440. 17:05specialist lawyers, uh specialist
  441. 17:07experienced lawyers who have broad uh
  442. 17:10responsibilities. And we took
  443. 17:11inspiration from bureaucracy,
  444. 17:14and we created this architecture where
  445. 17:16you have an orchestrator agent who
  446. 17:18understands the playbook, understands
  447. 17:20the variety of different context sources
  448. 17:21you have, and has a high-level overview
  449. 17:24of the document. We created our own data
  450. 17:25structure that the orchestrator agent
  451. 17:27passes through.
  452. 17:28Um and then there are a variety of sub
  453. 17:31agents that are responsible for
  454. 17:33specialized
  455. 17:35areas of responsibility. So we have the
  456. 17:36playbook agent, investigator agent, and
  457. 17:38instructor agent. And the most important
  458. 17:40element here is every agent always has
  459. 17:43visibility at any given time of what the
  460. 17:45other agent is working on. And that
  461. 17:47allows us to to surface
  462. 17:49uh you know, very holistic
  463. 17:50recommendations.
  464. 17:53Uh so, what does that mean? So, when it
  465. 17:55comes to context sources, we're looking
  466. 17:57at a variety of places. We're looking at
  467. 17:58your benchmarks. So, we're looking at
  468. 18:00your contract history, the way you've
  469. 18:01redlined agreements in the past. Uh
  470. 18:04we're looking at deal context, specific
  471. 18:06context that's relevant to the deal that
  472. 18:07you have in front of you. Uh we're
  473. 18:09looking at your playbooks, and you can
  474. 18:10run multiple playbooks simultaneously if
  475. 18:12you want to. And then finally, we're
  476. 18:14looking at uh external benchmarks. So,
  477. 18:17we're looking at anything that your
  478. 18:18playbook uh didn't cover, or anything
  479. 18:20that your benchmarks didn't cover uh
  480. 18:22against external market standards.
  481. 18:25So, with that in mind, I'd like to share
  482. 18:27my screen. Um so, I'm going to
  483. 18:30uh
  484. 18:30share my screen and get into an example
  485. 18:33uh inside Microsoft Word. So, I will The
  486. 18:36review tool lives inside Microsoft Word.
  487. 18:38Uh we also have viewer doc support uh if
  488. 18:40you prefer that as well.
  489. 18:42But the example in front of us is we
  490. 18:43have an inbound services agreement. Uh
  491. 18:46it's a medium-sized contract, 14 pages.
  492. 18:48Of course, we can accommodate any type
  493. 18:49of agreement uh and and any size. Uh
  494. 18:52that's fine. But here in this screen
  495. 18:54that we have in front of us, we have
  496. 18:55access to a variety of features. Uh and
  497. 18:58then and then and the main feature I
  498. 18:59want to focus on is the the review
  499. 19:00feature, of course. Um we do have of
  500. 19:02course the AI agent, and we have the
  501. 19:04ability to to pin uh these custom skills
  502. 19:07here as well. But the primary feature
  503. 19:10for today is the review tool. And the
  504. 19:12review tool is our kind of specialized
  505. 19:14flagship feature intended for reviewing
  506. 19:16and redlining contracts.
  507. 19:18And when I click this button, there'll
  508. 19:20be a few things. I'll just walk you
  509. 19:21through the anatomy of what you're
  510. 19:22looking at here. So, first, we will
  511. 19:24identify which party you are
  512. 19:25representing in the agreement. In the
  513. 19:27background here, we have a feature
  514. 19:29called company profile, where we're
  515. 19:30taking into consideration a variety of
  516. 19:32context about your
  517. 19:34the way your company operates. For
  518. 19:36example, we'll take into consideration
  519. 19:38any drafting guidance guidance that
  520. 19:41you've provided. If you have a style
  521. 19:42guide, maybe you follow the Ken Adams
  522. 19:44style across your firm, we can
  523. 19:46accommodate that as well. But the other
  524. 19:48other information we we keep track of
  525. 19:50includes details about your your
  526. 19:51companies
  527. 19:53your company and the various entities
  528. 19:56within your organization, and we can
  529. 19:58automatically detect the party that
  530. 20:00you're representing.
  531. 20:01The other thing you have the ability to
  532. 20:02do here is select which review source
  533. 20:05you want to use. So, you have three
  534. 20:06options. You have playbook,
  535. 20:08you can select which playbook you want
  536. 20:09to run the review against.
  537. 20:11You can select benchmarks, and this is
  538. 20:13where we benchmark against your
  539. 20:15historical contracts. I can select which
  540. 20:17room I think is appropriate as a
  541. 20:19comparison set. And then we also have
  542. 20:21risk flags. So, to Mary Caron's question
  543. 20:24earlier, this is where we have the
  544. 20:26option if we didn't have any playbooks,
  545. 20:27we can simply turn it off. Or the one
  546. 20:29thing actually if we do have time later,
  547. 20:31I'd like to show you how you can create
  548. 20:33playbooks automatically using the
  549. 20:35benchmarks functionality as well.
  550. 20:38I can also select between review a
  551. 20:40standard review and redline review.
  552. 20:42And I can also add additional documents
  553. 20:44if I want to. But then once I'm done, I
  554. 20:46click continue to deal context. This is
  555. 20:48an optional screen. If I want to, I can
  556. 20:50click the run review button here.
  557. 20:52But there are there are a number of
  558. 20:53things going on here. So, first of all,
  559. 20:55I can type in any information about my
  560. 20:57deal that could be relevant to this
  561. 20:59particular review. Again, this is
  562. 21:00completely optional, but I have the
  563. 21:02ability
  564. 21:03you know, think of this as being kind of
  565. 21:05analogous to working with a human
  566. 21:07colleague, where if you were to ask him
  567. 21:08to review a contract for you, maybe
  568. 21:10there's some information about that
  569. 21:11contract they should be aware of or
  570. 21:13about that deal they should be aware of
  571. 21:16uh before they start the review.
  572. 21:18The other thing we do is then for the
  573. 21:19benchmarks and the compared to market,
  574. 21:21you can decide what are the relevant
  575. 21:23parameters that you want to assess
  576. 21:25against. Um so you can decide uh across
  577. 21:28a number of different parameters. Uh
  578. 21:30obviously we we when we draw the
  579. 21:31comparison set
  580. 21:33uh against historical contracts or
  581. 21:34against the market, we want to make sure
  582. 21:36it's relevant to the contract you have
  583. 21:38in front of you. Um but otherwise, we'll
  584. 21:39just default some recommendations for
  585. 21:41you. And then the other thing here is
  586. 21:43you'll see here it says negotiation
  587. 21:45context. We'll give you a uh a number of
  588. 21:47questions for you to answer that will
  589. 21:48also inform the way we make our
  590. 21:50recommendations.
  591. 21:51This feeds into uh the the benchmarking
  592. 21:54and the playbooks as well, because when
  593. 21:56you have playbooks, often you have
  594. 21:57fallback positions and you'll have
  595. 21:59certain instructions for how those
  596. 22:01fallback uh uh positions should be
  597. 22:02accommodated. So for example, uh if the
  598. 22:05counterparty is based in the United
  599. 22:07Kingdom or the EU, maybe you want to
  600. 22:09service a certain uh position that is
  601. 22:11only relevant um uh
  602. 22:13if if if the counterparty is based in
  603. 22:15the UK or EU uh for GDPR reasons or
  604. 22:18whatever it is. Uh you see another
  605. 22:20question here, does the counterparty
  606. 22:21handle company's proprietary
  607. 22:23confidential personal data? Um if yes,
  608. 22:25that again will impact the kind of
  609. 22:26recommendations that we want to service
  610. 22:28for you as well. Uh is this a
  611. 22:30cross-border transaction? Let's just say
  612. 22:31no. Um does this agreement bundle uh
  613. 22:34different services? Let's say yes. Uh so
  614. 22:36based on these parameters, I'm going to
  615. 22:38click the run review button
  616. 22:40and we're going to review the agreement.
  617. 22:42Now, for those of you who are familiar
  618. 22:44with Review 1.0 and really any tool on
  619. 22:46the market, you'll remember that the way
  620. 22:48it works is we start streaming the
  621. 22:50results in for you one by one, so we
  622. 22:51start giving you recommendations as we
  623. 22:53go along. We don't do that with Review
  624. 22:552.0. With Review 2.0, we wait until the
  625. 22:59entire set of analysis the entire
  626. 23:02analysis is completed before we surface
  627. 23:04agreement recommendations to the user.
  628. 23:06And the reason we do that is because I
  629. 23:09mentioned earlier that we want to have
  630. 23:10take a holistic look at your entire
  631. 23:12contract and we want to have an
  632. 23:13understanding of what are the downstream
  633. 23:15implications that certain
  634. 23:17issues will have on other parts of the
  635. 23:19agreement. That that is only possible if
  636. 23:22we wait for the entire review to
  637. 23:24complete before we surface the results
  638. 23:26to the user.
  639. 23:27Um so I want to flag that that this is
  640. 23:29really important. If you want uh your
  641. 23:31tool to be able to give you a holistic
  642. 23:33set of recommendations,
  643. 23:34um you want it to wait until all of the
  644. 23:37reviews are done because you know,
  645. 23:39sometimes there's a very basic change, a
  646. 23:40change to a limitation of liability
  647. 23:42might have downstream implications to
  648. 23:44your indemnity provision or a change to
  649. 23:47a definition or a cross-reference
  650. 23:48somewhere in your agreement might then
  651. 23:50also have downstream implications
  652. 23:52elsewhere in your document as well. So,
  653. 23:54over here I have an example that I've uh
  654. 23:56preloaded.
  655. 23:58Um
  656. 23:58I'll just answer a couple of questions
  657. 24:00in the meantime. Am I disadvantaged at
  658. 24:02all by creating a playbook outside of
  659. 24:04the Icertis playbook tool? Does it
  660. 24:06create any integration issues when I
  661. 24:07upload my playbook? Uh not at all. Um so
  662. 24:10again, one of the one of the changes
  663. 24:11from review 1.0 to review 2.0 is with
  664. 24:14review 1.0, you had to be very
  665. 24:16prescriptive with conforming to our
  666. 24:19structure for what what what a playbook
  667. 24:20looks like. Uh with review 2.0, you can
  668. 24:23be much more flexible. Um
  669. 24:25you can you can upload your document in
  670. 24:26whatever form it is.
  671. 24:28Icertis will turn it into a markdown
  672. 24:29file uh and we can read it that way. Uh
  673. 24:32there's another question, do all old
  674. 24:34playbooks in Icertis still work with the
  675. 24:35new version? Not by default, um but if
  676. 24:39you go into your playbook settings,
  677. 24:40there's a button you can click to
  678. 24:41migrate them to review 2.0 and it will
  679. 24:43happen automatically.
  680. 24:45Uh thank you. We also have a question
  681. 24:47from Lou. Where is the benchmark
  682. 24:48information being pulled from? Can
  683. 24:50Icertis now connect to an existing
  684. 24:52contract repository? Exactly. Yes,
  685. 24:54exactly. And I'll I'll I'll I'll get to
  686. 24:56the I'll I'll uh come back to that
  687. 24:58question in a moment cuz I'm going to
  688. 24:59spend quite a bit of time
  689. 25:01on that question
  690. 25:03as we go through the demo.
  691. 25:04All right. So, as you can see in front
  692. 25:06of you, we surface a number of
  693. 25:07recommendations. And these
  694. 25:10recommendations, to be clear, these are
  695. 25:11not directly tied to your playbook. So,
  696. 25:13if I go into my sources, I can see my
  697. 25:15playbook here. So, those who are
  698. 25:16familiar with Review 1.0 or really any
  699. 25:19other tool in our market, they'll go
  700. 25:22through each of the checklist items one
  701. 25:23by one and pass and say pass or fail.
  702. 25:25With Ivor, we we kind of call this these
  703. 25:28recommendations into buckets. We call
  704. 25:30them positions. And the reason we do
  705. 25:32that is let's say you have 10 different
  706. 25:34requirements for how you negotiate
  707. 25:36insurance provisions. We don't want to
  708. 25:38give you 10 different recommendations.
  709. 25:39We want to give you a single graceful
  710. 25:41recommendation that encompasses all of
  711. 25:42those different sources. The other thing
  712. 25:46you'll notice is that we have these
  713. 25:47different badges here. We have the
  714. 25:48badges that say playbook, benchmark, and
  715. 25:51risk flag. And the badges denote what
  716. 25:54sources are we using to derive these
  717. 25:56recommendations. And often we'll be
  718. 25:58using a combination of the three. But
  719. 26:00sometimes, like in this fees and payment
  720. 26:03issue, we're just looking at your
  721. 26:04playbook, we're just looking at your
  722. 26:05risk flag, or just looking at your
  723. 26:06benchmark.
  724. 26:08Okay. So, let's click confidentiality
  725. 26:10and proprietary rights as a starting
  726. 26:12point. You can see we made a number of
  727. 26:14recommendations.
  728. 26:16And the explanation for the first
  729. 26:17recommendation is per playbook position
  730. 26:19P3, the permitted disclosures must
  731. 26:22include employees, affiliates, agents,
  732. 26:24professional advisers, etc. And number
  733. 26:26two, since the governing law is now
  734. 26:28England and Wales, confidentiality
  735. 26:30obligations must expressly extend to
  736. 26:32former employees and contractors who
  737. 26:33have since left the organization.
  738. 26:36Nice little touch here, by the way,
  739. 26:37because this is a UK government
  740. 26:39agreement. We've said we've used S for
  741. 26:43organization to use the the British
  742. 26:45spelling rather than the the American
  743. 26:46one.
  744. 26:48So, we now generate the recommendation.
  745. 26:50I want to flag here, by the way, this is
  746. 26:52an example of where the deal context is
  747. 26:53helpful, because we know, because of the
  748. 26:55user input at the beginning, because we
  749. 26:57know that
  750. 26:58um uh the counterparty uh is uh based in
  751. 27:02the UK or Europe, uh and because we know
  752. 27:04that the governing law is England and
  753. 27:05Wales, that impacts the way we generate
  754. 27:07the recommendations.
  755. 27:09Um so, when we generate the
  756. 27:11recommendations, uh you can see that uh
  757. 27:13we surface the redline. I can come in
  758. 27:15here and make changes if I want to.
  759. 27:17I can type in an instruction to to
  760. 27:19update the redline as well. I can also
  761. 27:21add a comment to justify the change to
  762. 27:23the counterparty.
  763. 27:24Uh this is This should all be familiar
  764. 27:27to you if you uh familiar with Review
  765. 27:291.0. Uh that part of the functionality
  766. 27:31is exactly the same.
  767. 27:32But the the difference here is if you go
  768. 27:34to the sources, you'll see that there
  769. 27:35are now a number of different sources.
  770. 27:37So, we've derived this recommendation,
  771. 27:38first of all, from our playbook. So,
  772. 27:40these are the two playbook requirements
  773. 27:41that weren't met. And then also here
  774. 27:44from our benchmarks.
  775. 27:46And in a moment uh I'll come back later
  776. 27:48to this. I'll show you how I can really
  777. 27:50drill down very deeply into each of
  778. 27:52these
  779. 27:53uh recommendations. Toby Toby asked a
  780. 27:55question, is risk flag a flag from
  781. 27:57Market Standards as opposed to our
  782. 27:59contracts or playbooks? Correct. Yeah,
  783. 28:01correct. Um the way I think about it is
  784. 28:04sometimes you won't have a playbook or
  785. 28:05your playbook uh won't contemplate every
  786. 28:07single thing that could appear in a
  787. 28:09contract. If the counterparty says, "You
  788. 28:12must deliver the services on the on the
  789. 28:13back of a fire-breathing dragon." We'll
  790. 28:15have no way of capturing that in a
  791. 28:17playbook. Uh so, we have uh the risk
  792. 28:19flags uh as a backup. Uh and also
  793. 28:22benchmarks, of course, as well, but uh
  794. 28:24your historical contracts probably also
  795. 28:26haven't contemplated that particular
  796. 28:28scenario as well.
  797. 28:31All right. So, uh this is the way we
  798. 28:32generate the recommendations, and you
  799. 28:34can see we've generated a number of
  800. 28:35recommendations. And the way we do it
  801. 28:37this way, again, is because we want to
  802. 28:40review the entire
  803. 28:41uh confidentiality provision. And uh all
  804. 28:45all these uh recommendations we surface
  805. 28:47touch the other recommendations we
  806. 28:49surface in this in this set of
  807. 28:51recommendations. So, I'm going to go
  808. 28:53ahead and click apply and then we'll
  809. 28:55apply all of these redlines into into
  810. 28:57the agreement one by one like this.
  811. 29:00One little detail you'll notice as we do
  812. 29:02this is Review 2.0 is uh surprisingly
  813. 29:05good at maintaining the formatting uh of
  814. 29:08the document. Uh we're still not
  815. 29:10perfect. Uh we this was actually the
  816. 29:12main area where the human lawyer
  817. 29:13significantly outperformed our rival,
  818. 29:15but we significantly outperformed of
  819. 29:17course the generic AI legal tool. I I
  820. 29:20always joke that the last frontier for
  821. 29:22AGI is if AI can figure out how to
  822. 29:24format Microsoft Word documents. I'm
  823. 29:26going to actually not 100% sure if it's
  824. 29:28a joke cuz it's an incredibly uh
  825. 29:29challenging uh technical problem.
  826. 29:31Microsoft Word is a uh is it is a
  827. 29:38It's an interesting piece of software.
  828. 29:39At this point it's more like a living
  829. 29:40organism than it is uh software, but you
  830. 29:42can see that uh a lot of the work that
  831. 29:44we've done on top of the model is uh
  832. 29:46just details like this. We want to
  833. 29:48preserve the formatting here of the
  834. 29:49heading. We want to include the the
  835. 29:51period at the end. When we insert the
  836. 29:53the publicity provision, we want to
  837. 29:55preserve the the formatting. Uh one
  838. 29:57little I guess thing I don't like here
  839. 29:58is we didn't uh increment the the
  840. 30:00number. Usually we're pretty good at
  841. 30:02this, uh but the reason for that is this
  842. 30:044.6 isn't a list. Uh so, if it isn't
  843. 30:08formatted as a list, sometimes I will
  844. 30:10miss that. But, still quite good from a
  845. 30:13formatting perspective.
  846. 30:15Anyway, so we can keep In this way we
  847. 30:16can keep going through all of the
  848. 30:17recommendations one by one. Um maybe
  849. 30:20I'll just give you one more example for
  850. 30:21the sake of uh example. So, if I go to
  851. 30:23Fees and Payment, this is an example of
  852. 30:26a recommendation that's purely derived
  853. 30:28from our playbook. So, in this case
  854. 30:30we've said that our playbook uh position
  855. 30:32requires itemized invoices submitted to
  856. 30:34client's online portal, uh requires
  857. 30:36monthly invoicing, uh send uh and we
  858. 30:39need payment terms to be uh 60 you know,
  859. 30:4160 rather than get 30. So, we made a
  860. 30:43number of recommendations to accommodate
  861. 30:45that. And again, you can see this is a
  862. 30:48lot of the work we did did through our
  863. 30:50call listing algorithm is we want to
  864. 30:51call this a redline in such a way that
  865. 30:53they look very surgical and precise to
  866. 30:57the counterparty so that they don't get
  867. 30:59mad at us for redlining the agreement
  868. 31:02too much.
  869. 31:04All right. So, that is the core
  870. 31:05functionality here. In this way, we can
  871. 31:06go through each of the positions one by
  872. 31:08one inside applying the the redlines.
  873. 31:11Now, I think
  874. 31:12what I want to do is I want to dive a
  875. 31:14little bit deeper into the sources
  876. 31:16cuz part of what we're trying to do here
  877. 31:18is we're trying to ground all of our
  878. 31:19recommendations on on real data. And one
  879. 31:22of the ways we do this is if you go into
  880. 31:24benchmarks, you'll see that we show you
  881. 31:26a distribution of all of the agreements
  882. 31:28you've agreed to that we consider to be
  883. 31:29analogous to this current agreement. And
  884. 31:32then we'll we'll benchmark where your
  885. 31:34current agreement falls or the
  886. 31:35counterparty's agreement falls relative
  887. 31:37to the other agreements you negotiated.
  888. 31:38So, in this case, this agreement is
  889. 31:39already an 80th percentile agreement, so
  890. 31:41it's actually already pretty favorable
  891. 31:42to us. So, this you know, should
  892. 31:44actually impact probably the way that
  893. 31:46you want to negotiate this contract. If
  894. 31:48this is already favorable compared to
  895. 31:49your other SaaS agreements, and this is
  896. 31:52the sixth turn of negotiations, you
  897. 31:53know, maybe you just want to let it go
  898. 31:55and you want to accept the document
  899. 31:57because the counterparty has been pretty
  900. 31:59reasonable.
  901. 32:00Um
  902. 32:01I In fact, click overall market
  903. 32:02position, you can see the comparisons
  904. 32:04that that we are comparing the document
  905. 32:05against.
  906. 32:06The next thing we can do is we can drill
  907. 32:08down deeper. So, every single issue that
  908. 32:10we raise for you from a benchmarking
  909. 32:12perspective, we'll show you why we've
  910. 32:14raised it as a
  911. 32:15as a recommendation. So, for example, if
  912. 32:17I go down here to this particular issue
  913. 32:19that I've always flagged, we said,
  914. 32:21"Well, the return destruction period for
  915. 32:23counterparty materials in days
  916. 32:26should be 30 days. 30 days is our most
  917. 32:28commonly held position."
  918. 32:30And because it isn't 30 days, we are
  919. 32:31going to make a recommendation. If I go
  920. 32:33to the next item, you can see another
  921. 32:35another issue, which is is reverse
  922. 32:37engineering prohibited? In most cases,
  923. 32:39yes.
  924. 32:41Otherwise, it's not specified. And this
  925. 32:43requirement actually is already met.
  926. 32:46So, that we haven't made
  927. 32:49recommendation over here. What about our
  928. 32:50security breach notification period in
  929. 32:52days? Here's another recommendation. Or
  930. 32:54what about
  931. 32:55standard of care applicable to
  932. 32:57counterparty's performance? Most of the
  933. 32:58time it isn't specified. So, we seem to
  934. 33:00be okay with this position. And the
  935. 33:02other other interesting thing about this
  936. 33:04is with all of these recommendations, if
  937. 33:06I click the view in repository button,
  938. 33:10it'll take me to the specific clause
  939. 33:11language as well. Sorry, let me let me
  940. 33:14come back to that. I just realized
  941. 33:16I lost my page. So, I'll open we do we
  942. 33:18retain pre-existing IP? Yes or no. If I
  943. 33:21click view in repository, you won't be
  944. 33:23able to see my screen now because it's
  945. 33:24opened a new window. So, I'm going to
  946. 33:26swap to the contract intelligence tool
  947. 33:29over here.
  948. 33:30So, you can see here this is what it
  949. 33:31looks like. This is a list of all of the
  950. 33:33agreements that we're using as the basis
  951. 33:35of comparison. And you can see that I
  952. 33:37have always added this column here, do
  953. 33:39we retain pre-existing IP? Yes or no or
  954. 33:42not applicable. If I click into any of
  955. 33:44these contracts, and remember these are
  956. 33:46our historical contracts, and I open
  957. 33:48this particular source and I click on
  958. 33:50this button, it will take me to the
  959. 33:51relevant passage in the agreement. And
  960. 33:52you can see here it says very clearly,
  961. 33:54company retains all rights, title, and
  962. 33:56interest in and to the platform and all
  963. 33:58improvements, including those resulting
  964. 33:59from professional services. So, we have
  965. 34:01the ability to drill down all the way to
  966. 34:03the specific contract language that
  967. 34:06we're using to justify this particular
  968. 34:08recommendation to you when we surface
  969. 34:10the recommendation.
  970. 34:12Now, my guess is the vast majority of
  971. 34:13the time you don't want to do this cuz
  972. 34:15it's it takes a lot of time to be
  973. 34:16drilling in every single for every
  974. 34:18single recommendation. But if you're
  975. 34:20particularly scrupulous, particularly
  976. 34:21careful, you might want to do that. Or
  977. 34:23maybe you see a recommendation that I
  978. 34:25was in a race and you're like, "Huh,
  979. 34:26that that seems off. It seems really
  980. 34:29interesting to me that
  981. 34:30the data retention post termination of
  982. 34:34counterparty is 30 days. I thought it
  983. 34:37was more like 60 days, so let me just
  984. 34:38double check myself. And then if I go
  985. 34:41back to the repository view that's just
  986. 34:44opened up for me,
  987. 34:45you'll see that I can see a list of all
  988. 34:47of these agreements and I can actually
  989. 34:49just go into them and just double check
  990. 34:51if my intuition is correct or not. And
  991. 34:53like, okay, I mean this seems
  992. 34:54reasonable. Customer may request
  993. 34:55deletion within 30 days after
  994. 34:56termination.
  995. 34:58And if I just look through all of these
  996. 35:00agreements, actually this does look like
  997. 35:02a pretty reasonable recommendation for
  998. 35:04us to surface.
  999. 35:08All right. So, that is the way the
  1000. 35:10benchmarking feature works. So, the
  1001. 35:12benchmarking feature does require access
  1002. 35:15to the intelligence tool.
  1003. 35:16But one of the things we want to do,
  1004. 35:19I'm not sure if I'm allowed to say this,
  1005. 35:20but one of the
  1006. 35:21one of the things that we want to do is
  1007. 35:24just give every Iuvo customer access to
  1008. 35:26a set of contracts,
  1009. 35:29something like around 200 documents or
  1010. 35:31so that they can use just as part of
  1011. 35:32their Iuvo license.
  1012. 35:34What that will allow you to do is you
  1013. 35:35can upload a set of contracts that you
  1014. 35:38want to use for benchmarking purposes.
  1015. 35:41If you want to try it out, talk to your
  1016. 35:44customer success manager and I'm sure
  1017. 35:45they'll
  1018. 35:47see if they can accommodate the request.
  1019. 35:50But this in our opinion is a very
  1020. 35:52powerful feature. Now, we do something
  1021. 35:54similar for risk flags.
  1022. 35:56One thing we don't do at the moment is
  1023. 35:58drill into the specific publicly
  1024. 36:01available contract or set of publicly
  1025. 36:03available contracts that we're using to
  1026. 36:05source the recommendation, but that is
  1027. 36:07coming next on our road map. So, they'll
  1028. 36:08work exactly the same as what I showed
  1029. 36:10you in the benchmarks feature. We'll
  1030. 36:12give you a breakdown of what we've seen
  1031. 36:13across the publicly available contracts
  1032. 36:16that that we are benchmarking against.
  1033. 36:19For example, if it's the re-retain
  1034. 36:21existing IP issue, we'll show you how
  1035. 36:24your contracts and how the
  1036. 36:25counterparty's contract compares against
  1037. 36:28the set of historical agreements we
  1038. 36:29have, we'll give you a similar
  1039. 36:31breakdown, and then again, you'll have
  1040. 36:33the option to view all of the specific
  1041. 36:35agreements. So, let's say for example, I
  1042. 36:37don't know, um
  1043. 36:38McDonald's has agreed to uh something
  1044. 36:41that seems very different to what you'd
  1045. 36:44agree to in the past, um you can click
  1046. 36:46into this button and in the same way
  1047. 36:47that I showed you earlier, you can see
  1048. 36:49the specific contract language that they
  1049. 36:50used
  1050. 36:51uh as part of uh whatever uh public
  1051. 36:55disclosure filing they had to make uh in
  1052. 36:57the last year or two or whatever set of
  1053. 36:59parameters you want to assign
  1054. 37:02uh for the basis of that comparison.
  1055. 37:06All right, so that covers most of what I
  1056. 37:08what I wanted to go through. Um I
  1057. 37:11I
  1058. 37:12I I I I I I guess in summary, Review 2.0
  1059. 37:14uh powerful for a few reasons. Number
  1060. 37:17one is that it can express judgment, and
  1061. 37:19the reason it can express judgment is
  1062. 37:20because it has access to a variety of
  1063. 37:22different uh context sources uh across
  1064. 37:25your organization. Uh number two is that
  1065. 37:28when it surfaces recommendations, you
  1066. 37:29can drill down into the exact source
  1067. 37:31language uh that we used to derive the
  1068. 37:33recommendations, whether or not you have
  1069. 37:35a playbook.
  1070. 37:36Um and then number three, uh when we
  1071. 37:38make the recommendations, we're looking
  1072. 37:40at your entire agreement holistically
  1073. 37:42rather than looking at each issue one at
  1074. 37:44a time.
  1075. 37:45One note on the playbook side is I do
  1076. 37:47really want to emphasize that playbooks
  1077. 37:49are just markdown files, so that we can
  1078. 37:51accommodate literally whatever format
  1079. 37:53you want for your playbooks. Um as long
  1080. 37:55as they stipulate your positions in some
  1081. 37:57way, we can capture that. Uh we can also
  1082. 37:59create playbooks from your historical
  1083. 38:01contracts as well. So, just to give you
  1084. 38:03one example of this,
  1085. 38:05um if I go into
  1086. 38:08uh my web application,
  1087. 38:10uh you can see that I've run a query
  1088. 38:12over here. I've said, you know,
  1089. 38:13"Benchmark all of my MSAs, give me a
  1090. 38:15breakdown on my most commonly agreed
  1091. 38:16positions and typical fallbacks." You
  1092. 38:18can see that I've
  1093. 38:19through the benchmarking functionality
  1094. 38:21that I showed you earlier, it's capable
  1095. 38:23of giving uh a very granular breakdown
  1096. 38:25of everything that you've agreed to.
  1097. 38:27Based on this information, we can
  1098. 38:29generate
  1099. 38:31a summary of your positions and your
  1100. 38:33typical fallbacks. And then based on
  1101. 38:35this, we can also generate a playbook
  1102. 38:36for you in Microsoft Word format. And
  1103. 38:38then it's simply a matter of uploading
  1104. 38:40that playbook back into your
  1105. 38:43Icertis
  1106. 38:44for us to create a playbook for you
  1107. 38:46based on your historical agreements as
  1108. 38:47well. One note I'll make on that briefly
  1109. 38:50is that the difference between playbooks
  1110. 38:52and benchmarks is that playbooks are
  1111. 38:54where you as an organization have a
  1112. 38:55point of view on how you want to
  1113. 38:57negotiate contracts going forward. So
  1114. 38:58there there is an aspirational element
  1115. 39:00to it. Whereas benchmarks reflect what
  1116. 39:02you've actually agreed to.
  1117. 39:04And those two things are highly
  1118. 39:05correlated but are not
  1119. 39:08they're not exactly the same thing.
  1120. 39:12Fantastic. So I'll I'll I'll I'll pause
  1121. 39:13there.
  1122. 39:14Christian from Ryan, does Icertis
  1123. 39:16preserve context across multiple rounds
  1124. 39:18of redline exchanges?
  1125. 39:21Yes and no. So one of the things that
  1126. 39:25you can do with So so there there are
  1127. 39:27two things. Number one is if you're
  1128. 39:28preserving the redlines back and forth
  1129. 39:30with a counterparty, Icertis
  1130. 39:32Icertis can look at the date that those
  1131. 39:35redlines were added. So therefore we
  1132. 39:36have knowledge of how those redlines are
  1133. 39:38evolving over time and we can use that
  1134. 39:40to inform our recommendations.
  1135. 39:42The other note here as well is you can
  1136. 39:44upload additional documents for context
  1137. 39:46when you run the review and so you can
  1138. 39:48upload your previous contract previous
  1139. 39:51contract versions as well.
  1140. 39:54The reason I say no is we have another
  1141. 39:56feature that we're working on.
  1142. 39:59I I I can't share too much details about
  1143. 40:00it just just yet.
  1144. 40:02But part of what that feature will do is
  1145. 40:04it'll automatically track versions back
  1146. 40:07and forth with a counterparty but also
  1147. 40:09versions internally.
  1148. 40:10And when we have access to your versions
  1149. 40:12automatically, that will mean there's no
  1150. 40:14manual effort been
  1151. 40:16We'll would automatically understand
  1152. 40:17that, "Hey, you're in version six of
  1153. 40:18this agreement. Um in in the second turn
  1154. 40:21of negotiations, you already agreed to
  1155. 40:23this governing law position, so we're
  1156. 40:24we're not going to surface it for you
  1157. 40:25again uh because we know that it's a
  1158. 40:27settled issue already. Or maybe we know
  1159. 40:29that because you're on the sixth round
  1160. 40:30of negotiations, and typically your
  1161. 40:32negotiations are done in two rounds,
  1162. 40:34maybe you have um
  1163. 40:36uh maybe you want to get this
  1164. 40:37negotiation over with quickly. Uh so we
  1165. 40:39will take that into consideration. Or
  1166. 40:40maybe um you have a playbook rule that
  1167. 40:43there are certain fallback positions
  1168. 40:45you'll accommodate only if you're on the
  1169. 40:46fourth or fifth or sixth uh round of
  1170. 40:48negotiations. So we're we're better uh
  1171. 40:51so we have kind of a
  1172. 40:52basic primitive version of what you
  1173. 40:53described today, uh but it'll get a lot
  1174. 40:55more sophisticated uh over the over the
  1175. 40:57coming months.
  1176. 41:00Amazing. Thank you, Minkyu.
  1177. 41:02Um so we've got about 15 minutes left
  1178. 41:05for uh questions, so please um drop them
  1179. 41:08in the chat or feel free to come off
  1180. 41:09mute, and uh yeah, we'll work through as
  1181. 41:12many as we can.
  1182. 41:16Um while we're just waiting for
  1183. 41:18questions to trickle in, um maybe
  1184. 41:21something you can help us cover, Minkyu,
  1185. 41:23is um
  1186. 41:25do we need intelligence in uh order to
  1187. 41:28use Review 2.0?
  1188. 41:31Uh so uh
  1189. 41:33a good question. So for people who are
  1190. 41:34unaware, Intelligence is our
  1191. 41:35post-signature solution where we extract
  1192. 41:37intelligence at scale across your
  1193. 41:39historical contracts,
  1194. 41:40um and we can plug into your existing
  1195. 41:42systems, or we can
  1196. 41:44uh become the system of record if you if
  1197. 41:46if if you prefer that option. Uh so
  1198. 41:49Intelligence is completely optional. Uh
  1199. 41:51Intelligence is necessary for benchmarks
  1200. 41:53uh because otherwise we don't have a way
  1201. 41:55of accessing your historical contracts,
  1202. 41:57but the external benchmarking and the
  1203. 41:59playbook functionality uh doesn't
  1204. 42:01require the Intelligence tool. Uh and as
  1205. 42:03I mentioned earlier, uh we do want to
  1206. 42:05make a set of contracts via Intelligence
  1207. 42:08available for every customer regardless
  1208. 42:10of whether you have an Intelligence
  1209. 42:11subscription or not. Uh so you can still
  1210. 42:13take advantage of the benchmarking
  1211. 42:15functionality.
  1212. 42:16So again, if you do have an interest in
  1213. 42:17that, uh please feel free to ping me or
  1214. 42:20talk to your CSMs, and uh we'll see what
  1215. 42:23we can do to accommodate.
  1216. 42:32Uh so there was a question that just
  1217. 42:33came in. How effective are assistant
  1218. 42:36reviews without any playbooks?
  1219. 42:38Um so I think the uh just for everyone
  1220. 42:41else's benefit who who isn't familiar,
  1221. 42:43assistant is our our agent uh
  1222. 42:46functionality
  1223. 42:47uh that is uh that is more kind of a
  1224. 42:50chat interface where you can type in
  1225. 42:52whatever questions you want. Uh
  1226. 42:54assistant reviews without playbooks are
  1227. 42:56good. Um
  1228. 42:57it takes advantage of a lot of the the
  1229. 42:59work that our team has done to to make
  1230. 43:01Ivor effective at uh contract review
  1231. 43:03problems. Uh it isn't as good as review
  1232. 43:052.0. Um so the advantage of assistant uh
  1233. 43:09you can you So to be clear, you can use
  1234. 43:11review 2.0 without playbooks as well. So
  1235. 43:13you can use it just for generic review.
  1236. 43:15Um it doesn't perform as well as review
  1237. 43:18in our benchmarks. Um
  1238. 43:20where assistant is really useful is
  1239. 43:22sometimes you want to review the
  1240. 43:23agreement in a way that's just much more
  1241. 43:25open-ended flexible, and sometimes you
  1242. 43:27want to be able to go back and forth
  1243. 43:28with the agent to iterate on the
  1244. 43:30responses that we're we're surfacing for
  1245. 43:31you.
  1246. 43:32Uh and that uh
  1247. 43:34uh
  1248. 43:34assistant is a better fit for that
  1249. 43:36particular use case.
  1250. 43:39Amazing. Uh question from David. Does
  1251. 43:41Ivor maintain its own file system of
  1252. 43:43contract database structure
  1253. 43:45uh
  1254. 43:46or a contract database structure from
  1255. 43:48which our company's previous agreements
  1256. 43:50exist for use in new edits?
  1257. 43:52Uh so the answer to that question is
  1258. 43:54both. Uh you can just upload your
  1259. 43:56contracts into Ivor if you want to. If
  1260. 43:57you're only using Ivor for the purpose
  1261. 43:59of benchmarks, and you only need say 200
  1262. 44:01contracts, I would recommend you just do
  1263. 44:03that cuz it's a more straightforward. Um
  1264. 44:05but we can also plug into your existing
  1265. 44:07system. So, if you have a Google Drive
  1266. 44:09or or a SharePoint or a or a CLM that
  1267. 44:11you're using to store and manage your
  1268. 44:13contracts today, we can plug into those
  1269. 44:15systems and we can act as the
  1270. 44:16intelligence layer on top of them.
  1271. 44:24Well, maybe something else we can touch
  1272. 44:25on is uh the playbook implementation
  1273. 44:28time for Review 2.0. How long does it
  1274. 44:30take to set up?
  1275. 44:33Uh so, it's much faster than Review 1.0.
  1276. 44:36Uh so, Review 2.0 really all you need to
  1277. 44:38do is upload your playbook uh and we
  1278. 44:41will
  1279. 44:42automatically process that into a
  1280. 44:43playbook for you.
  1281. 44:45Uh if you do uh want to create a
  1282. 44:47playbook more manually, uh it's it's
  1283. 44:49just a markdown file. So, you can just
  1284. 44:51type in what your instructions are in
  1285. 44:52plain plain English. You can say uh
  1286. 44:56just the way that you would to a human
  1287. 44:57colleague uh and IBO will be able to
  1288. 44:59interpret that and pass that into uh a a
  1289. 45:03IBO playbook for you.
  1290. 45:05And as I mentioned earlier, we can also
  1291. 45:07create the playbooks from your
  1292. 45:08historical contracts as well because we
  1293. 45:10have knowledge of your uh standard
  1294. 45:11positions that you've previously agreed
  1295. 45:13to and we have knowledge of common
  1296. 45:14fallback positions as well.
  1297. 45:22>> [clears throat]
  1298. 45:22>> Uh Toby, can you please talk a little
  1299. 45:24bit about IBO's AI solution and whether
  1300. 45:27it's based on current market solutions,
  1301. 45:30uh your own proprietary solution, or a
  1302. 45:32combination of both?
  1303. 45:33A combination. Uh we you know, the we
  1304. 45:37uh rely on the foundation models for in
  1305. 45:40large parts of our product. Um, there's
  1306. 45:43also a lot of contract specific uh
  1307. 45:45engineering work that has gone into to
  1308. 45:47making the tool effective. Uh one of the
  1309. 45:50things that we were trying to establish
  1310. 45:52with the report that uh Tong went
  1311. 45:54through earlier on this call is that the
  1312. 45:56variation in the quality of the outputs
  1313. 45:59between these different tools and maybe
  1314. 46:01uh
  1315. 46:02from from from our internal testing
  1316. 46:04maybe 45% attributable attributable
  1317. 46:07attributable to the underlying model
  1318. 46:08itself. Um and actually the vast
  1319. 46:11majority of the the quality of the the
  1320. 46:13outputs and and the accuracy against our
  1321. 46:15benchmarks
  1322. 46:18decided by factors outside of the
  1323. 46:21underlying model.
  1324. 46:23Uh which is which is why we were we are
  1325. 46:25able to achieve results that far surpass
  1326. 46:28the underlying model providers
  1327. 46:31including quality and including chat GPT
  1328. 46:33etc.
  1329. 46:35Um this is you know this is one of those
  1330. 46:37things where I'd encourage you if you
  1331. 46:38have access to Iver I just try running
  1332. 46:40those side by side. That'll probably be
  1333. 46:43more compelling to you than us telling
  1334. 46:44you that and showing you our
  1335. 46:47studies.
  1336. 46:49But this is consistently what we've seen
  1337. 46:50over and over again with our
  1338. 46:52with the market. Uh there's a question
  1339. 46:54is Ajarov a CLM Iver can plug into
  1340. 46:57access contract database? Correct. We do
  1341. 46:59have an Ajarov integration. We have
  1342. 47:01integrations with most of the CLM
  1343. 47:03providers. If if if if not today we will
  1344. 47:07certainly very soon.
  1345. 47:09And we also support indirect
  1346. 47:10integration. So if you have a
  1347. 47:12integration from your CLM into a cloud
  1348. 47:15storage provider we can integrate into
  1349. 47:17the cloud storage provider
  1350. 47:19instead and that functions effectively
  1351. 47:21the same way.
  1352. 47:29Yes I Maybe to elaborate on Toby's
  1353. 47:32question a little bit further as well.
  1354. 47:33So
  1355. 47:34there there are kind of like a three
  1356. 47:36layers of things that you can do to make
  1357. 47:39these products work really well for
  1358. 47:42actually maybe four things that you make
  1359. 47:44products work really well. Like the
  1360. 47:45first one is you can do post training on
  1361. 47:47top of the model. So there's a variety
  1362. 47:50of approaches you can take to that but
  1363. 47:53you can you can fine tune models to make
  1364. 47:55them more effective at certain tasks.
  1365. 47:58You know, what we're seeing in in
  1366. 47:59actually in in a lot of domains outside
  1367. 48:01of legal and I expect this will happen
  1368. 48:02more commonly in legal as well is you
  1369. 48:04see uh companies like Curvature, for
  1370. 48:06example, in the dev tool space
  1371. 48:08uh fine-tuning open-source Chinese
  1372. 48:10models and they're able to achieve uh
  1373. 48:12accuracy that's
  1374. 48:14comparable or surpasses the the frontier
  1375. 48:16models in accuracy across the domain
  1376. 48:18that they care about. Um but in addition
  1377. 48:21to that, there's also incredible latency
  1378. 48:23benefits. So, um you know, uh Composer
  1379. 48:252.5, which is Curvature's uh model of uh
  1380. 48:29uh one of the uh open-source models,
  1381. 48:31uh is much faster than Opus 4.7 uh while
  1382. 48:35being comparable in performance. So,
  1383. 48:36that's number one. Uh number two is
  1384. 48:38there's a lot of algorithmic work you
  1385. 48:39can do. So, there's algorithmic work you
  1386. 48:41can do to make the redlines more
  1387. 48:42surgical, to to handle all sorts of
  1388. 48:45corner cases that appear when you're
  1389. 48:46trying to redline an agreement
  1390. 48:48accurately. Um uh it's it's uh
  1391. 48:52uh
  1392. 48:53there's just a very long tail of work
  1393. 48:54that needs to happen to to make uh
  1394. 48:56contracts give good or give make these
  1395. 48:59tools give uh high-quality uh redlining
  1396. 49:01outputs. The third thing you can do is
  1397. 49:03you can create your own data structures
  1398. 49:05that allow you to pass these agreements
  1399. 49:07in such a way that they're more likely
  1400. 49:09to give you good outputs when you pass
  1401. 49:10them through an LLM.
  1402. 49:12And in the fourth uh thing you can do is
  1403. 49:14you can make sure you're passing the
  1404. 49:15correct context into the model uh so
  1405. 49:17that the model is um uh has access to
  1406. 49:19the information that it needs to make
  1407. 49:21good decisions. Um and part of what
  1408. 49:22we've tried to do with number four uh in
  1409. 49:24addition to all of that kind of the the
  1410. 49:26basic basic engineering work around uh
  1411. 49:28context engineering is also making sure
  1412. 49:30we create that context for you. So,
  1413. 49:32creating that context via benchmarks,
  1414. 49:34via the the risk flags, via the uh deal
  1415. 49:37context functionality we showed you
  1416. 49:38earlier, uh and via your playbooks.
  1417. 49:46Oh, Ryan's asked, um can I will
  1418. 49:48facilitate internal delegation for
  1419. 49:50escalated approvals? Not yet, uh but
  1420. 49:52very soon. This is This is part of the
  1421. 49:55functionality I was talking about
  1422. 49:56earlier with preserving context across
  1423. 49:58multiple rounds of redline exchanges,
  1424. 50:00which
  1425. 50:01you also asked that question, it looks
  1426. 50:02like.
  1427. 50:03We will be supporting
  1428. 50:06that particular release will also
  1429. 50:07support
  1430. 50:08internal delegation for escalated
  1431. 50:10approvals.
  1432. 50:12I actually variety of other
  1433. 50:15approval and workflow functionality
  1434. 50:16beyond that as well.
  1435. 50:25Excellent.
  1436. 50:27One more question from Kim. How does 2.0
  1437. 50:31handle significantly inconsistent
  1438. 50:33historical positions?
  1439. 50:36So, you know, that's a good question
  1440. 50:38that comes up quite a bit. The The way
  1441. 50:41we think about this is is in two ways.
  1442. 50:43Number one is if you have a strong point
  1443. 50:46of view on what
  1444. 50:49how how I version handles certain cases
  1445. 50:52or how lawyers within your organization
  1446. 50:54or anybody within your organization
  1447. 50:55should deal with certain scenarios.
  1448. 50:57The way you should think about it is
  1449. 51:00that that rule should be encoded in your
  1450. 51:01playbook cuz a playbook always overrides
  1451. 51:04the the benchmarks.
  1452. 51:06The second comment I'll make is by
  1453. 51:08definition benchmarks is looking at an
  1454. 51:11aggregate of many of your contracts,
  1455. 51:13which means that if there are outlier
  1456. 51:14positions that you normally wouldn't
  1457. 51:16agree to, but you agree to because
  1458. 51:19it was really important for whatever
  1459. 51:20whatever reason that's specific to that
  1460. 51:22transaction, that won't be captured in
  1461. 51:24the set of recommendations we surface
  1462. 51:25because definitionally it is an outlier
  1463. 51:28position. Now, if it happens to be the
  1464. 51:29case there's one wrinkle to this, which
  1465. 51:31is sometimes you'll have situations
  1466. 51:33where our customers may have had a
  1467. 51:35standard position in the past, and if
  1468. 51:37you look at the totality of all of the
  1469. 51:38agreements that previous position
  1470. 51:41represents the most common position, but
  1471. 51:43they've decided to move away from that.
  1472. 51:46The the you'd handle that is within the
  1473. 51:47set of parameters that you use to
  1474. 51:49compare the benchmarks against, you'd
  1475. 51:50want to limit it to agreements within a
  1476. 51:52certain time period. Uh, I and that
  1477. 51:55would handle the evolving business needs
  1478. 51:57uh concern that you have.
  1479. 51:59The way other customers handle this as
  1480. 52:00well is they have a set of golden terms
  1481. 52:03uh or golden uh documents that they use
  1482. 52:05to inform the benchmarks. In my opinion,
  1483. 52:08that's a little bit unnecessary. Uh, you
  1484. 52:10already have playbooks. Uh, if you want
  1485. 52:12to be really prescriptive, the purpose
  1486. 52:13of the benchmarks is just to give you
  1487. 52:15some visibility into what you've agreed
  1488. 52:16to in the past and hopefully the people
  1489. 52:18in your team will express good judgment
  1490. 52:20in terms of how they apply it.
  1491. 52:25Oh, I think we have time for maybe one
  1492. 52:27more question. Um, so David, this whole
  1493. 52:30idea of understanding deal context, how
  1494. 52:32does I know how the urgency,
  1495. 52:34profitability, or other non-legal
  1496. 52:36aspects of an agreement relationship is
  1497. 52:38for it to then introduce deal-oriented
  1498. 52:40approaches to its context changes?
  1499. 52:43Yeah, so again, I'm going to give two
  1500. 52:44answers to this question, which is how
  1501. 52:46we do this today and how we
  1502. 52:48uh would do this in the future. And this
  1503. 52:50actually ties into the uh the the
  1504. 52:52roadmap item that Ryan's been talking
  1505. 52:53about. So, for the first part of your
  1506. 52:56question uh for for my first uh I I
  1507. 52:58guess response to your question is
  1508. 53:00at the moment, I would doesn't know by
  1509. 53:02default. So, we assume that the user
  1510. 53:04needs to provide that context for I
  1511. 53:06would. So, the user uh if you remember
  1512. 53:09that we went through that deal context
  1513. 53:10demo where we showed you how there was a
  1514. 53:12number of triggers that that would
  1515. 53:13appear. Um, so the user would have the
  1516. 53:15the ability to to choose between a
  1517. 53:17variety of different options. And the
  1518. 53:19user also has the ability to type in an
  1519. 53:21instruction, the same way you would to a
  1520. 53:23human colleague uh that um
  1521. 53:25that would impact the negotiation. So,
  1522. 53:28um you know, it's the end of the
  1523. 53:29quarter. This is really urgent. We need
  1524. 53:31to make sure that we get this deal
  1525. 53:32across the line. Let's just make sure
  1526. 53:34that we um
  1527. 53:35uh as permissive as possible and we only
  1528. 53:37uh flag really high-risk items. That's
  1529. 53:39fine and that will impact the the
  1530. 53:40recommendations. Now, the roadmap
  1531. 53:42version of this is I I mentioned earlier
  1532. 53:44that one of the things we'll do is we'll
  1533. 53:46keep track of versions as agreements
  1534. 53:47move through the negotiation life cycle.
  1535. 53:49Part of the reason we're really excited
  1536. 53:51about that is once we have an
  1537. 53:52understanding of how agreements are
  1538. 53:53moving through your draft versions, that
  1539. 53:56data will also allow us to surface what
  1540. 53:57we call position intelligence. So, with
  1541. 53:59position intelligence, we're going to
  1542. 54:01tell you things like, "Okay, so you have
  1543. 54:02a position for not accepting order in
  1544. 54:05your provisions in
  1545. 54:07sales vendor agreements, well, we can
  1546. 54:09show you that each time you negotiate
  1547. 54:11this position, you're adding on average
  1548. 54:122.4 days to your your your your deal
  1549. 54:15cycle or 2.4 turns to your to your
  1550. 54:18deals, and that turns out to be about
  1551. 54:208.4 days,
  1552. 54:22that and therefore we consider that to
  1553. 54:24be a high friction position."
  1554. 54:27When we surface these insights for you,
  1555. 54:29we can then use those insights to more
  1556. 54:31proactively make recommendations based
  1557. 54:34on a deal from a deal context position.
  1558. 54:36So, we can say,
  1559. 54:38"Hey, we've we've noticed that you're on
  1560. 54:40the sixth turn of negotiations with this
  1561. 54:42counterparty, and now you experience
  1562. 54:45this particular issue that you're
  1563. 54:47negotiating can take 12 turns to
  1564. 54:49negotiate because the counterparty is
  1565. 54:51really don't like it. Are you sure you
  1566. 54:53want to continue with this
  1567. 54:56continue insisting on this particular
  1568. 54:58position
  1569. 54:59if it adds another six turns to your
  1570. 55:01negotiation cycles?"
  1571. 55:03I did a very poor job explaining that,
  1572. 55:05but
  1573. 55:07maybe maybe maybe the point I'm trying
  1574. 55:08to get at is
  1575. 55:09uh uh I will have a better sense of
  1576. 55:12understanding deal context proactively
  1577. 55:13without user input in the future.
  1578. 55:17Uh
  1579. 55:19Oh, sorry.
  1580. 55:20Just maybe one last question from
  1581. 55:22Marcelo. For newer regulations, how does
  1582. 55:25Benchmark take these into account, and
  1583. 55:26what information is used to make
  1584. 55:28provision changes recommendations? Um
  1585. 55:31So, Benchmark, I assume by this you're
  1586. 55:33referring to the external benchmarks
  1587. 55:34rather than the internal benchmarks cuz
  1588. 55:36internal benchmarks are just looking at
  1589. 55:38your historical documents. Um so, to the
  1590. 55:40extent that regulations would change the
  1591. 55:42way you should think about these
  1592. 55:43negotiations, you should do two things.
  1593. 55:45One is you should encode it into your
  1594. 55:46playbook. And number two is you should
  1595. 55:48limit the parameters for the comparison
  1596. 55:50set to only documents after the date
  1597. 55:53that new uh regulation came into effect.
  1598. 55:56Um uh but uh
  1599. 55:59uh from an external benchmark
  1600. 56:00perspective, we just continuously up
  1601. 56:02update uh we we continuously update uh
  1602. 56:05the the data set. Uh so, it's always
  1603. 56:08fresh.
  1604. 56:09Um
  1605. 56:12Cool. I think we are at time. Um and if
  1606. 56:15there's any uh unanswered questions, we
  1607. 56:17will um uh send out a follow-up email.
  1608. 56:20But, thank you so much for uh everyone
  1609. 56:23who's joined today. Uh thank you, Tom.
  1610. 56:25Thank you, MunKee, for being our
  1611. 56:26speakers. Um if you want to dig deeper
  1612. 56:29on Review 2.0 specifically, please reach
  1613. 56:31out to your uh CSM or um uh reach out to
  1614. 56:35one of us, and we will um show you the
  1615. 56:39Review 2.0 um and the product more in
  1616. 56:42depth.
  1617. 56:43Thank you so much, everyone. Really
  1618. 56:44appreciate it, and please feel free to
  1619. 56:46reach out to me uh
  1620. 56:47directly if there's anything you want to
  1621. 56:48ask uh or or share with me. Thank you.
  1622. 56:51Take care. everyone.

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