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Contract Amendment

Contract amendments in Conga CLM let you update an existing agreement through successive versions, using either a full-copy model or a delta model to control how changes are captured, tracked, and read as part of the complete contract.

Conga CLM supports two amendment models that users can select per contract type: the Full Copy Amendment model (in which every amendment creates a complete copy of the entire contract) and the Delta Amendment model. In the Delta model, amendments are additive rather than replacements, which reduces data duplication, provides a legally accurate representation of the amendment chain, and lets users see exactly what changed in each amendment without reading through full contract copies.

Administrators can enable the model with the Enable Delta Amendment setting. The setting is off by default, so existing customers are not affected on upgrade. Access to the Delta Amendment flow and its related UI and APIs is controlled by a feature flag. The two models are mutually exclusive, and switching the setting does not retroactively change the status of existing records; it applies only to amendment actions initiated after the change.

Full Copy Amendment Model (Default Behavior)

Each amendment carries the entire contract forward. The latest activated record is the complete agreement.

Stage100100.1100.2100.3
Base ContractIn Effect / Activated———
Amend 1 initiatedIn Effect / Being AmendedRequest / In Amendment——
Amend 1 activatedAmended / SupersededIn Effect / Activated——
Amend 2 initiatedAmended / SupersededIn Effect / Being AmendedRequest / In Amendment—
Amend 2 activatedAmended / SupersededAmended / SupersededIn Effect / Activated—
Amend 3 initiatedAmended / SupersededAmended / SupersededIn Effect / Being AmendedRequest / In Amendment
Amend 3 activatedAmended / SupersededAmended / SupersededAmended / SupersededIn Effect / Activated

Delta Amendment Model

In the Delta Amendment model, the base contract is the single point of origin for changes. The Amend action is always initiated from the base contract record, and the Amend button is hidden on amendment records so that an amendment cannot itself be amended. When an amendment is initiated, the system copies header-level fields, the Base Final document, and any other configured entities from the latest amendment in the chain (or from the base contract for the first amendment).

Each amendment record is created with a decimal version increment, so a base numbered 100 produces amendments 100.1, 100.2, and so on. The system establishes a parent-child relationship between the base contract and each amendment record at the point of creation, linking the amendment to the base contract as a related record. The Is Amendment field is set to true on amendment records and remains false on the base contract, which makes each record in the chain clearly identifiable.

The Delta Amendment model reduces contract processing time and operational overhead by eliminating the need to copy entire contracts with each amendment, lowers the risk of version control confusion, and preserves a complete audit trail while maintaining a single source of truth for the contract relationship.

Each amendment captures only what changed. Full agreement = Base + all amendments read together.

To view the aggregated in-effect state of the contract across the full amendment chain, including the latest field values, active clauses, documents, and related records — see In-Effect View.

Scenario100100.1100.2100.3
StartIn Effect / Activated———
Amend 1 initiatedIn Effect / Being AmendedRequest / In Amendment——
Amend 1 activatedIn Effect / AmendedIn Effect / Activated——
Amend 2 initiatedIn Effect / Being AmendedIn Effect / ActivatedRequest / In Amendment—
Amend 2 activatedIn Effect / AmendedIn Effect / ActivatedIn Effect / Activated—
Amend 3 initiatedIn Effect / Being AmendedIn Effect / ActivatedIn Effect / ActivatedRequest / In Amendment
Amend 3 activatedIn Effect / AmendedIn Effect / ActivatedIn Effect / ActivatedIn Effect / Activated

Amending a Contract

Amend an activated contract to create a new version that carries forward data from the previous version.

  • For the Delta Amendment model, the administrator has turned on Enable Delta Amendment setting.
  • A contract exists in the Activated status (Status Category In Effect).
Amend an activated contract to create a new version that carries forward data from the previous version. The procedure depends on your amendment model: Full Copy (the default) or Delta, which applies when the administrator turns on the Enable Delta Amendment setting (see Contract Amendment for how each model works). Follow the section that matches your model.
  1. Open the activated record in the contract chain.
  2. Click Amend. In the Amend Confirmation window, click Yes.
Full Copy Amendment Model (Default Behavior)

A new amendment version of the contract is created (for example, 100.1) as a complete copy of the source record. The new amendment moves to In Amendment (Status Category: Request), and the source record moves to Being Amended (Status Category: In Effect). All data from the previous version is copied into the new version.

  1. Make the required changes to the amendment.
  2. Complete the contract lifecycle for the amendment — generate the document, send for signature, and activate.
    On activation, the amendment moves to Activated (Status Category In Effect) and becomes the complete agreement. The previously activated record becomes Amended / Superseded.
  3. To create another amendment, return to the base contract and click Amend again..
    A new version (for example, 100.2) is created as a full copy of that record.
  4. To discard an in-progress amendment, click Cancel on the amendment record.
    The latest activated record represents the complete agreement, and the full version history is retained with superseded records preserved for audit.
Delta Amendment Model

A new amendment version of the contract is created (for example, 100.1) with isAmendment field set to true. The status of the amended contract moves to In Amendment (Status Category: Request), and the base contract changes to Being Amended (Status Category: In Effect). All data from the previous version is copied into the new version.

  1. Make the required changes to the amendment.
  2. Complete the contract lifecycle for the amendment (generate the document, send for signature, and activate).
    On activation, the amendment moves to Activated (Status Category: In Effect), and the base contract returns to Amended (Status Category: In Effect) so it can be amended again.
  3. To create another amendment, return to the base contract and click Amend again.
    A new version is created (for example, 100.2) that carries forward the data from the most recent amendment (100.1).
  4. To discard an in-progress amendment, click Cancel on the amendment record.
    The amendment is cancelled with status Cancelled, and the base contract returns to Amended (Status Category: In Effect).
The amendment follows the standard contract lifecycle. In the default behavior, the latest activated record represents the complete agreement, and the full version history is retained with superseded records preserved for audit.

In the Delta Amendment model, the base contract retains full version history, and each amendment reflects only the changes carried forward from the prior version, with all amendments cumulatively in effect.

Viewing the Amendment Chain in the Amendment Contract View

View the full amendment chain and download the Executed and Base Final documents for any record directly, without opening each record individually.

  • The administrator has turned on the Enable Delta Amendment setting.
  • You have access to a base contract or amendment record.
  • The administrator has granted the Read permission to the Agreement, RelatedAgreement, and DocumentMetadata objects.

The Amendment Contract View is a standalone page that lists the base contract, all prior amendments, and the current record, highlighting where you are in the chain.

  1. Open a contract or amendment record.
  2. Select View Amendments from the record's menu.
  3. Review the chain, and add or remove columns as needed. Default columns include Contract Name/Number, Status Category, Status, Contract Start Date, and Activated Date.
  4. Locate the Executed Document and Base Final Document columns.
    These columns are pinned so they remain visible while the remaining columns scroll.
  5. In the Executed Document column, click the Download icon () to download the latest executed document for any record.
  6. In the Base Final Document column, click the Download icon () to download the Base Final document for any record
  7. (Optional) Apply column-level or advanced filters to narrow the chain.

ou can review the complete amendment history and access both the Executed and Base Final documents without navigating to each record.

Marking a Document as Base Final

Automatically mark the base contract's Final DOCX as the Base Final document (the PDF goes out for signature, but the DOCX carries into amendments) without any manual action.

  • The administrator has turned on the Enable Delta Amendment setting.
  • The contract record must be a base contract (Is Amendment = False).
  • A document must be ready to send for signature.

The Base Final document is the anchor that carries forward into new amendments in the Delta model. A base contract has at most one Base Final document at any given time, and the Base Final itself never goes out for signature again; each amendment generates its own separate document to send.

When the Delta Amendment model is enabled, the Base Final document is auto-selected and required at activation so that it is available to carry forward to the next amendment.

  1. Open an activated contract record ( for example, Test Contract) that is a base contract (Is Amendment = False).
  2. Generate the contract document from the record (using a template).
    The generated Word document opens in X-Author for Contracts as version 1.0.
  3. Open the contract in X-Author for Contracts, add or edit clauses and check in redline versions as needed until the negotiated content is complete.
  4. Check the document in as Final.
    This produces the Final DOCX that becomes the Base Final (in the demo, "Test COntract-Final_…2.0.docx"). A Final PDF is also produced for signature.
  5. Send the document for signature using wet signature or an e-sign provider (Conga Sign, Adobe Sign, or DocuSign).
    This PDF is sent to the counterparty to complete the signing and upload/return the signed copy.
  6. When the Enable Delta Amendment setting is on, the activation screen automatically selects both the Executed document and the Base Final document. You can deselect either document, but activation is blocked if either one is not selected. If you attempt to activate without the Base Final document selected, an error message is displayed and activation cannot proceed until it is re-selected. Both documents must be selected to activate.
    On activation, the system automatically marks the Final DOCX as the Base Final document for this contract. Retaining the Base Final document at activation ensures it can be carried forward into the next amendment.
  7. From the master contract, click Amend.
    A new amendment record is created (status In Amendment / In Draft).
  8. Open the amendment record's Documents tab. It contains exactly one document - the copied Base Final as a .docx (for example, Test Contract Amended-Redlines_...1.0.docx), not the signed PDF. This copied .docx is the amendment's starting point.
  9. Redline the amendment record's document, check in as Final, and send for signature again.
    When a document is checked in as Final on the amendment, the new version inherits Base Final status only if its prior version was the Base Final. Amending again from the master copies the current Base Final forward.

The base contract has exactly one Base Final document. If a new document is later sent for signature on the same contract, it becomes the Base Final and the previous one is no longer marked as such.

Use Case: Model Migration from Full Copy to Delta Amendment

A customer currently using the Full Copy Amendment Model transitions a contract type to the Delta Amendment Model, so that contract managers get cumulative, additive amendments on future amendments while existing amendment chains keep their current statuses.

  • The organization's administrator has reviewed the Amend and Clone Settings for the contract type and confirmed which entities are copied under the Delta model.
  • The administrator has switched Enable Delta Amendment on.
  • The contract type already has base contracts with amendment chains created under the Full Copy model, for example, Contract 4482, Master Services Agreement with Meridian Logistics, which has amendments 4482.1 and 4482.2.

This use case provides an example of how a customer experiences the transition from the Full Copy Amendment Model (default behavior) to the Delta Amendment Model at the contract type level.

Business Context

A customer that started on the Full Copy model may decide that the cumulative Delta approach better reflects how its legal team thinks about amendments, particularly for contracts that go through frequent, incremental changes. Because the setting is configurable at the contract type level and applies only to amendments initiated after the change, the customer can adopt the Delta model without disrupting its existing amendment chains or needing to re-create any contract history.

Overview

This use case demonstrates what a contract manager at the customer sees before and after the contract type is switched to the Delta model: the existing amendment chain keeps its Full Copy statuses unchanged, and the next amendment created on that same base contract follows the new, additive Delta behavior.

Actors

  • A contract manager at the customer organization: reviews the existing amendment chain, initiates the next amendment after the switch, and observes the resulting status behavior.
  • Conga CLM: applies the configured amendment model, manages status transitions, and keeps prior amendment records unchanged.

Scenario

A contract manager at a financial services company manages Contract 4482, Master Services Agreement with Meridian Logistics, which already has two amendments, 4482.1 and 4482.2, created under the Full Copy model. After the organization's administrator switches the contract type to the Delta Amendment Model, the contract manager needs to create the next amendment on Contract 4482 and understand how the behavior differs from the Full Copy amendments they created before.

  1. The contract manager reopens Contract 4482 and confirms that 4482, 4482.1, and 4482.2 keep their existing statuses; nothing in the prior chain changes.
  2. The contract manager opens amendment 4482.2, the latest activated record, to start the next amendment and finds no Amend option there.
    Under the Delta model, Amend is available only on the base contract, so the contract manager instead opens base contract 4482.
  3. The contract manager clicks Amend on base contract 4482.
    The system creates amendment 4482.3, copying header-level fields and the Base Final document from the latest amendment in the chain, 4482.2, sets Is Amendment to true on 4482.3, and moves base contract 4482 to In Effect / Being Amended.
  4. The contract manager makes the required changes on amendment 4482.3, generates the amendment document, and sends it for signature.
  5. The contract manager activates amendment 4482.3 with the Base Final document and the Executed document selected.
Amendment 4482.3 becomes In Effect / Activated. Base contract 4482 returns to In Effect / Amended rather than Amended / Superseded. Amendments 4482.1 and 4482.2 keep the Amended / Superseded and In Effect / Activated statuses they already had, unaffected by the switch. The contract type now follows the Delta Amendment Model for all amendments created going forward, while every amendment created before the switch remains under its original Full Copy statuses.

Open the In-Effect View from Contract 4482 or any of its amendments to confirm it aggregates the current in-effect data across 4482, 4482.2, and 4482.3, and review the View Amendments page to see the full chain, including the pre-migration records, in one place.

Use Case: Delta Amendment - Clause-Level Change

Update a single clause on a contract that already has prior amendments by initiating a Delta amendment from the base contract, editing only the affected clause, and activating it as an additive change while all prior amendments remain in effect.

  • The Enable Delta Amendment setting is on.
  • The contract is active and already has prior amendments in the chain (for example, 100.1, 100.2, and 100.3).
  • A Base Final document exists on the latest amendment, and X-Author for Contracts is available for editing.
  • An amendment document template with Inserted, Modified, and Deleted sections is configured.

This use case provides an example of how to make a single clause-level change using the Delta Amendment Model.

Business Context

Legal teams frequently need to change one clause, such as a limitation of liability provision, without recreating the entire contract. In the Delta model each amendment captures only what changed and remains cumulatively in effect, which gives a legally accurate record of the amendment chain and avoids the confusion and data duplication of full contract copies.

Overview

This use case demonstrates how a contract manager updates one clause on an active contract that has three prior amendments. Using the Delta model, the change is initiated from the base contract, only the relevant clause is edited, and the amendment is activated so that the full agreement is read as base plus all amendments.

Actors

  • A contract manager in a technology company: initiates the amendment, edits the clause, and activates the change.
  • Conga CLM: creates the amendment record, captures clause changes, generates the amendment document, and manages status transitions.

Scenario

A contract manager at a technology company manages Contract 100, Master Subscription Agreement with TechNova Solutions, which already has three amendments, 100.1, 100.2, and 100.3, all In Effect / Activated. Legal has flagged that the limitation of liability clause needs to be updated, and the contract manager needs to make that single change without disturbing any of the three existing amendments.

  1. The contract manager opens base contract 100 and clicks Amend.
    The system creates amendment 100.4, copies header fields and the Base Final document from the latest amendment (100.3), sets Is Amendment = True, and moves the base contract to In Effect / Being Amended. Amendments 100.1, 100.2, and 100.3 remain In Effect / Activated.
  2. The contract manager checks out the Base Final document on amendment 100.4 in X-Author for Contracts, edits only the limitation of liability clause, and checks the document back in.
    The clause change is captured in the Clause related list on 100.4.
  3. The contract manager generates the Delta Amendment document, which shows only the modified clause language under the Modified section.
  4. The contract manager activates amendment 100.4 with the Base Final document selected.

Amendment 100.4 becomes In Effect / Activated and the base contract returns to In Effect / Amended. All prior amendments (100.1, 100.2, 100.3) remain In Effect / Activated and are not superseded. The full agreement is now read cumulatively as the base contract plus all four amendments, with the updated limitation of liability clause in effect.

Open the In-Effect View from any record in the chain to confirm that the latest version of the limitation of liability clause and all other cumulative terms are shown correctly.

Use Case: Regulatory Compliance Update Across a Contract Portfolio

Legal counsel amends the data retention clause across multiple active data processing agreements to comply with a new regulation, using the Delta model so that each amendment captures only the clause change while the rest of each agreement carries forward unchanged.

  • The Enable Delta Amendment setting is on.
  • Contracts 6001, 6002, and 6003, each a Data Processing Addendum, are In Effect / Activated and each has a Base Final document.
  • Legal has prepared an amendment template with the updated data retention clause language.

This use case provides an example of how legal counsel applies a single regulatory clause change across several active contracts at once. Your implementation may vary. For more about amendment behavior, see the Delta Amendment Model concept topic.

Business Context

When a new regulation changes a data retention requirement, legal counsel needs every affected contract updated with consistent language, without reopening or recreating any agreement in full. Handling each update as a Delta amendment lets legal change only the affected clause on each contract while the rest of each agreement, and any prior amendments already in effect, remain untouched.

Overview

This use case demonstrates how legal counsel updates the data retention clause on three active Data Processing Addendums using a shared amendment template, activating one amendment per contract so that each amendment captures only the clause change.

Actors

  • Legal counsel at a technology company: prepares the amendment template, initiates the amendment on each affected contract, and tracks completion.
  • Conga CLM: creates each amendment record, generates the amendment document from the template, and manages status transitions.

Scenario

A new data privacy regulation changes the required data retention period, and legal counsel at a technology company must update that clause across three active Data Processing Addendums: Contract 6001 with Fairview Health Systems, Contract 6002 with Meridian Logistics, and Contract 6003 with Bright Horizon Analytics. Legal counsel needs each contract updated with the same clause language, without reopening or recreating any of the three agreements in full.

  1. Legal counsel at a technology company prepares an amendment template with the updated data retention clause language required by the new regulation.
  2. For Contract 6001, legal counsel opens the base contract and clicks Amend.
    The system creates amendment 6001.1, copies the Base Final document and header fields, sets Is Amendment to True, and moves base contract 6001 to In Effect / Being Amended.
  3. Legal counsel generates the amendment document from the regulatory template on 6001.1.
    The generated document shows only the data retention clause under the Modified section, since the rest of the agreement carries forward from the copied Base Final document.
  4. Legal counsel sends the amendment for counterparty acceptance and, once signed, activates amendment 6001.1 with the Base Final document and the Executed document selected.
  5. Legal counsel repeats the amendment, template generation, signature, and activation steps for Contract 6002 and Contract 6003.
Amendments 6001.1, 6002.1, and 6003.1 each become In Effect / Activated with the updated data retention clause in effect. Each base contract returns to In Effect / Amended, and any prior amendments on these contracts remain In Effect / Activated and unaffected. The updated clause language is in effect across all three contracts, with the amendment chain on each showing exactly what changed.

Review the In-Effect View on each of Contracts 6001, 6002, and 6003 to confirm the updated data retention clause is the active version, and use the View Amendment on each contract to confirm completion across the portfolio.

Use Case: Software License Renewal with Expansion

As a software subscription contract approaches renewal, an account manager amends the base contract to add licenses and update entitlement terms, activating the change with the Base Final document carried forward so the amendment captures only what changed.

  • The administrator has turned on the Enable Delta Amendment setting.
  • The contract 5210, Software Subscription Agreement with Bright Horizon Analytics, is In Effect / Activated and has a Base Final document from its most recent activation.
  • A license-expansion amendment template is available for the contract type.
  • The renewal date on Contract 5210 is approaching.

This use case provides an example of how an account manager expands a software subscription ahead of renewal using the Delta Amendment Model. Your implementation may vary. For more about amendment behavior, see the Delta Amendment Model concept topic.

Business Context

As a subscription renewal date nears, customers often want to add licenses or change terms rather than simply renew as-is. Handling this as an amendment instead of a full contract rewrite lets the account manager change only the license count and pricing while everything else on the agreement, including previously negotiated terms, carries forward unchanged.

Overview

This use case demonstrates how an account manager amends an active software subscription contract to add licenses, using the Base Final document carried forward from the base contract so that only the license and pricing terms need to be updated on the new amendment.

Actors

  • An account manager in a software company: initiates the amendment, updates the license terms, and activates the change.
  • Conga CLM: creates the amendment record, copies the Base Final document and header fields, and manages status transitions.

Scenario

An account manager manages Contract 5210, Software Subscription Agreement with Bright Horizon Analytics, which is In Effect / Activated with a Base Final document from its most recent activation. As the renewal date approaches, the customer asks to add 50 licenses for the next term, and the account manager needs to amend the contract to reflect the expanded license count without renegotiating any other terms.

  1. The account manager opens base contract 5210 and clicks Amend.
    The system creates amendment 5210.1, copying header-level fields and the Base Final document from base contract 5210, sets Is Amendment to true, and moves base contract 5210 to In Effect / Being Amended.
  2. The account manager updates the license quantity and the associated pricing line item on amendment 5210.1 to reflect the additional 50 licenses.
  3. The account manager generates the amendment document from the license-expansion template.
    The generated document shows only the license and pricing change, since the rest of the agreement carries forward from the copied Base Final document.
  4. The account manager sends the amendment document for signature and, once countersigned, activates amendment 5210.1 with the Base Final document and the Executed document selected.
Amendment 5210.1 becomes In Effect / Activated with the expanded license count and updated pricing in effect. Base contract 5210 returns to In Effect / Amended. The Final DOCX from amendment 5210.1 becomes the new Base Final document, so it is available to carry forward into the next amendment or renewal.

Open the In-Effect View from Contract 5210 to confirm the current license count and pricing reflect the expansion, and review the Amendment Contract View to download the executed amendment document.