The WHY of Clean Layer

I have said this many times, I am sure, but the most shocking thing about starting a company and being a CEO was HOW MANY DOCUMENTS I HAD TO READ and just how often I used MS Word.  

Let me give you ten examples of my pain points around documents as the CEO of my previous company.

1.     Master Services Agreements (MSA’s) and Contract Renewals

Critical to the success of any business is REVENUE!  

• We were B2B, so for each sale, I would send our standard MSA filled in with details specific to the soon-to-be client.  
• The to-be client would review our agreement, typically make redlines and comments, and email it back.
• I would open the document and start to review and accept what I could and make comments on things I didn’t understand or couldn’t accept. I often forgot to save the version they sent me before starting. First major problem.
• We would go back and forth a minimum of two times and sometimes up to 20 times! And while ideally, the process would finish in 30 days, there were times it took a year!
• MS Word’s track changes were phenomenal at quickly reviewing the last version to this version.  

However, it was not the best at:

• Telling me if someone inserted or deleted or changed something with redlines off. For that, you would have to turn on the Review* feature or pull up some type of compare tool that compared the two documents to ensure there were no “hidden changes.” Most of the time, in my experience, people didn’t want to spend the extra time to do either of those things, so you trusted the person sending you the document. 
• Helping me remember what was in Version 2 when I was on Version 7.

Both things were critically important to my review of the document, but I just had to do with what was there.

My most recent example was a significant deal we had been passing back and forth for a year. There was a multiple month lull, and as we picked it back up, I couldn’t find the last version we were on. Embarrassed, I asked the to-be client to send me the previous version. As she did, I worked on what I thought was that document and sent it back to her. And then she found things that weren’t in the last version and things we had already resolved. Oh, if only I had Clean Layer then!

2.     Vendor Agreements

Like any business, we purchased products and services. Each time, the vendor would send us an agreement to review, and the process would start, like in Example 1 (MSA’s and Renewals). All the same problems and issues existed, but this time the impact was our EXPENSES, the other side of the equation, rather than revenue.

3.     Product Requirements

While, many times, product requirements are written inside tools these days, for us early on and decently often afterward, we would draw up a set of requirements for the dev team using MS Word. Even inside a small company, there are typically many stakeholders who want to read and review new, prominent, cool features. Thus, the initial version of the requirements was often radically different than the final, and there were often many conversations between versions. This made it hard to remember what we agreed to versus what we talked about during the discussions. How many times in your company has someone questioned the scope of something and thought it was in the requirements? It’s normal, and there is often very little to do other than saying, “this is the final agreement we all signed off on.”

4.     Statement of Work (SOW)

Similar to internal product requirements, as a software and service provider, we would draw up SOW’s and send them to clients to review. It is critical to be on the same page about the desired outcome in an SOW. Often, we would find the person who negotiated the SOW left the company, and a new person would take over, and the context of our back and forth would be lost. Or, as in Example 3 above, there would be a difference of opinion about scope. Having the entire back and forth documented would have helped move through those discussions quickly.

5.     Internal Documents

I remember when we had to create our first Sales Team Member agreement. Before that, everyone was salary. We had someone take the first stab at it and send it out. I gave my feedback; they gave theirs, and so on. I then signed the final document. I was surprised when one of the agreements came into question, and I thought we had agreed on one thing, but the signed document was different. I sure wish I had the whole history to help me know why!

6.     Capital Raises

Oh, the PAIN! If you have ever had to read documents for Series A, Series B, and so on, there are SO many points to review. 

Our lawyer would send over the documents to review, and I would painstakingly go through each paragraph and make sure I knew what we agreed to as a company. I was very nervous about signing something and then finding out later that I had boxed us in on a decision, and we were unable to run the business without all kinds of sign-offs.

7.    Mergers and Acquisitions (M&A)

If Example 6 is painful, M&A is pain x 100. I can’t tell you how surprised I was to see how many documents were involved in an M & A deal. And again, to get it wrong could critically hurt the company. Getting it right makes for a successful transition and partnership. 

The worst thing about this example for me was the number of parties involved. Each party had the company CEO plus outside legal counsel. Legal counsel would talk and work on the document back and forth, and then I would get it with so many changes my head would spin. 

EVERY time after signing, there was a point where I had a question about the deal and would search through old documents to find my answer. Well, I would call the lawyer and ask him what we did and hope he could remember.

8.     Contractor Agreements

As with many software companies, sometimes, we would choose to outsource software development or other project functions. Similar to vendor agreements, the consulting firm would send over the contract, and the negotiation would begin. The things we agreed to would be critical to running our business.

9.     Partner Agreements

Partners for us were typically companies we were technically integrating into our software platform. My best example here was one of our first partners. We signed the initial agreement, only passing it back and forth a few times. Every year after that, it came up for renewal. Typically, upon renewal, one of the negotiators on one side or the other would be new to the party. Oh, the pain (have I said that before)? For something that should have taken a day or two, the back and forth would go months as we tried to remember who said what and what the logic was the year before. All of the comments made by both parties were in years of multiple versions of MS Word documents.

10. Blogs / Articles

In another non-contract example, I often wrote articles for various publications, blogs, and internal messages to the company. As I would write them (and they were often rough), I would send them to Marketing to review and make changes. They would send edits back to me. And like in Example 1 and all of them, the back and forth would continue.

With these as the foundation of my pain, I started thinking of existing ways to ease my pain:

1.     Be More Organized

By this, I mean – if only I could remember to save every single file from email (before working on it) to a place I could find in the cloud, at least I could find all the versions in one place. That wouldn’t solve my problem of comparing across all “ten” layers, though. I would still have to open each document one at a time and piece it together.

2.     Make a comparison on every version to the first.  

So, say I am on the 5th version. I can easily see 4 to 5, but I will have lost anything that happened before 4. If I knew the base document well (version 1), as I did with our MSA, I could take each version and compare it to that to see what was different than our base document. However, that wouldn’t help me compare across all layers, and it wouldn’t help me with documents I wasn’t as familiar with.

3.     Keep an Excel sheet of all the back and forth.

I had heard of companies setting up an excel where they basically “check-in” each version of the document. Who sent it, what the file name was, where it was stored, the main changes, the conversations around it, etc. If I did that, it would be quite easy to glance at the table and get a good feel for everything that happened. So, it was better than my previous thoughts. However, the amount of time it would take to remember to do all of this manually – well, it was like saying I would be in better shape if I got up at 5 am to exercise. It is true, but it really won’t happen.

4.     Pay a lot of money to get some type of Contract Management software platform and hope it had reporting features to help me with my pains.

I was aware of the multitude of options around Contract Management. Still, in my research, most of the platforms were a) expensive b) took time, and people to implement c) were for companies bigger than us d) were focused more on sending documents around for the approval process and tracking templates and pre-approved language.  

None of these existing ways seemed to fit the bill. To summarize my vision of a perfect solution:

1. I wanted something that was a companion to MS Word (as MS Word and I had become good friends). I just did not want to jump in and out of a document to see the history of changes.
2. I wanted something that made it easy for me to “Save As” and know exactly where it was.
3. I wanted something I could glance over and have answers at my fingertips while working in the document. Answers to questions like how many times have we changed this section. Who changed what in this section and when. Where are the new changes (versus existing redlines)? Was anything changed that isn’t showing as a redline? Who accepted or rejected something on their own…????
4. I wanted something I could go back to after a document was signed to quickly review the story and versions as a reminder (like my excel potential solution above). Maybe because a contract was up for renewal or because someone asked me a question and I couldn’t remember. I didn’t want to go back through emails or my memory bank.

Enter Clean Layer.

As I am writing this blog, I am eating my own dog food and using Clean Layer.

I started the document and in Clean Layer hit “Create New Story.” When I did this, it kicked off the Clean Layer process.

After working for a while and shutting it down for the night, I uploaded my second version.

Now when I come back to the document the next day, I can Open my Story and look at the timeline to see exactly what I have done. I can open each layer and pull up the exact document associated with that layer by hitting download. And I can go in deeper and see section by section exactly what changed in each layer, which becomes very helpful when you have more than two layers.

When I finish passing the blog back and forth with others to get redlines and feedback, I can upload my final document so that my story will contain every layer (version) every back and forth. And then, I can download a Narrative that gives me a dynamic PDF to keep forever to pull up if I have questions. Now that I have Clean Layer, I can’t use shortcomings of software as my excuse!

While I wrote this a month or more ago, I am just now publishing it. It happens to be tie with the launch of our beta for anyone interested in being part of the solution! https://www.cleanlayer.com/privatebeta