REPORT: The 2025 State of Contracting

Contracts Define the Rules of Business. They Should Define Your Agentic Workflows, Too

April 1, 2025 By Monish Darda, Co-founder & CTO, Icertis

By now, you’ve probably heard about AI agents and agentic workflows.

Agents are creating excitement for their ability to not just “think” like humans but take actions as well. However, for agents to live up to this amazing potential, they need to understand the rules humans follow. And those rules live in your contracts.

AI agents can’t order a widget without knowing the supplier pricing terms. They can’t apply a discount unless they know what’s been negotiated. They can’t take action on a customer request without understanding the commitments encoded in the agreement.

This is why contracts must be the bedrock of any agentic architecture in the enterprise. Without them, agents are just guessing—and that’s a risk no business can afford.

From Thinking to Doing: The Rise of Agentic AI

To understand how we arrived at this new frontier, let’s rewind for a moment.

In 2017, a seminal paper from Google introduced the Transformer architecture, unleashing a revolution in AI. For the first time, we had models that could think like humans—reasoning over language, summarizing documents, answering questions, and more. That single breakthrough catalyzed the explosion of generative AI we see today.

At Icertis, we’ve been helping customers harness this thinking power for years. Our AI models can review contracts, flag risks, surface revenue opportunities, and ensure obligations are met—all at a scale and speed far beyond what humans alone can manage.

But now we’re entering a new phase. One that’s not just about thinking, but about doing.

The Age of Agents: AI That Acts Like a Human

Agentic AI represents a major leap forward. These systems don’t just analyze—they take action. They trigger workflows, initiate purchases, draft responses, and collaborate across systems. But again, the question remains: What informs their decisions?

If we want these agents to act effectively, responsibly, and in compliance with business norms, they must have access to the same source of truth that human colleagues rely on: the contract.

Contracts Are the Operating System of Enterprise Action

A contract is more than a document—it’s a system of record for business commitments and constraints – it defines the rules of doing business. Commercial terms like payment terms, pricing, delivery SLAs, IP rights and confidentiality all translate into how the business operates. Then there are terms that make the business ethical and compliant with global regulation. 

The contract defines the intent of the relationship between the parties to the contract by combining commercial, ethical, compliance and regulatory aspects to achieve the desired outcomes by all parties in the contract. Taken together, they dictate:

  • What you can buy
  • How much you should pay
  • What volume discounts you’ve earned
  • When/what you must deliver
  • What penalties apply if you don’t
  • What recourse you have if your contractual partner fails to deliver
  • What regulations have to be followed?
  • What business practices are considered “good” and what happens if they are not followed
  • And other nuances that help run a business

This all represents critical context for an AI agent operating on your behalf. Without it, agents risk making decisions that are misaligned, non-compliant, or simply wrong. That’s why contract intelligence is not optional in an agentic future—it’s foundational.

Preparing Your Enterprise for Agentic Workflows

As agentic technology becomes more embedded in business operations, organizations must take deliberate steps to ensure agents are acting with full context and authority. Here’s how to prepare:

1. Make contracts core to your agentic strategy.

There will be pressure to deploy agents across every corner of the business—but don’t let contracts be an afterthought. Wherever agents are making decisions or triggering actions, they need access to the rules encoded in your agreements. These agents also need to be  Identify agent use cases that align with your business goals, and address contract access and intelligence in parallel. Otherwise, you risk deploying agents that act without the necessary guardrails.

2. Agents themselves aren’t not enough. You need agentic workflows.

Following on the above, agents cannot be deployed in isolation – they need to work in coordination across systems. In an enterprise environment, isolated agents will not be able to complete complex, multistep processes—you need agentic workflows, managed on a platform and overseen by an orchestrating agent (what else!), that have predictable and accurate outcomes. A contract-centric platform is the natural foundation for agentic workflows address business relationships.

3. Take a platform approach to contract intelligence.

Contracts must live in a centrally managed, enterprise-grade system that agents can easily reference—without IT having to stitch together multiple systems and repositories. A Contract Lifecycle Management (CLM) platform like Icertis provides a single source of truth, enabling agents to call on the right information at the right time, every time.

4. Ensure contract data is clean and structured.

Contracts in their raw form aren’t natively structured for machine reasoning. But AI can now extract obligations, entitlements, and conditional logic from contracts—essentially turning the “if/then” statements in legal language into code. This work should be done before agents are put into action, so their decision-making is streamlined, accurate, and fully informed.

AI Agents Are Coming. Contracts Will Light the Way.

Agentic workflows will unlock the full potential of contracts as the foundation of ethical, compliant, and profitable commerce. 

With the rise of agents, enterprises have an opportunity—and a responsibility—to ensure their AI systems act with the same clarity, compliance, and confidence as their human teams. Properly orchestrated, AI agents and humans can work together to execute business processes that fully capture the intent of business relationships as memorialized in the contract—ushering in the era of autonomous commerce!  

Because in the end, autonomy starts with clear rules. And those rules live in your contracts.

World Commerce & Contracting

The 2025 AI in Contracting Report

Based on the input of 374 organizations, this year’s AI in Contracting report reveals that 42% of organizations are currently implementing AI in their contracting process. Participants are calling AI adoption "not optional" but "essential" to staying competitive. Access the report today to learn more.

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Forrester’s independent analysis of the 12 most significant CLM providers names Icertis a leader in Contract Lifecycle Management Platforms in 2025. According to its authors, “Icertis differentiates with the ability to discover commercial terms, compliance obligations, and risk markers in contracts and match them with an invoice for buy-side contracts.” Access the report today to learn more.

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