2 BASIC DATA ROOM ADMINISTRATION
3.2 CONTENT ADMINISTRATORS AND STAGING AREAS
Section 3.2 covers the administration of Task Teams and Content Administrators. These are administrators who can only edit the index and documents, and whose administrative access may be limited to certain sections of the VDR. Their changes may additionally be made subject to prior approval by the deal management.
3.1 INDEX UPLOAD AND FILE ALLOCATION
The menu item “Import Files/Folders” allows you to easily upload files to the data room. These files are automatically set up within the data room and added to a parent index point. On the following pages you will learn about features that enable you to edit the index and upload files independently from each other.
Upload Index
Use an Excel file to update the index.
Import Indexed Files
Upload indexed files and review them.
Allocate Indexed Files
Filter, edit and finally allocate uploaded indexed files.
These features are helpful in complex VDR projects which include large data sets that are not yet digitized. Organizing files like these on a local directory, and in the correct file structure, can be a tedious task. It is custom in such projects to set up and maintain the index as a continually evolving Excel file, which may be repeatedly uploaded into the data room.
File Allocation allows you to upload and allocate files that contain index information in their file name (i.e. an index point number). Files without matching index points may even be used to edit the index copy directly.
Upload Index
Select the menu item Documents → Upload Index or Documents → Batch → Index Changes to add and/or update multiple index points at once. To achieve this, you need to upload a structured Excel file.
The status bar Running Jobs displays currently running or recently finished jobs within the VDR. Please take note of running jobs to avoid administrative conflicts.
− You can download an index template that contains the file structure required for successful upload. Click on the hyperlink here in the line “To download an index sample, please click here”.
− At File, click on Browse to select a file on your local directory.
− At Permissions, choose between the options ‘without permissions (index point not visible)’ and ‘apply permissions of parent index point’.
! If you select the option ‘without permissions’, the new index point will be added but cannot be viewed by users, until other permissions have been set by Deal Managers.
! If you select the option ‘apply permissions’, the existing permissions setting of the parent index point will be applied to the newly added index point.
− Click on Upload index file to import the selected Excel file containing the new/updated index points.
To guarantee a successful upload, please also take note of the following:
– The index entry must be correctly structured (e.g., new index points can only be created, if the immediate parent index point already exists within the data room).
– For each unclearly assigned, already existing or otherwise flawed file entry, an error message will appear. These messages contain a detailed problem diagnosis. An Excel file upload is only possible, once all flaws have been corrected.
– Use the test feature to check your Excel file. Mark the option Testing and upload the file to obtain either an error report or to confirm the validity of your file. Afterwards you can actually upload the file and restructure the VDR.
– The upload will add and overwrite index points, but they will not be automatically deleted if no replacement is provided (e.g., if an index point with five sub index points is replaced by one with four index points, the remaining fifth sub index point must be deleted manually).
– If you wish to replace an entire index section, it is recommended to completely delete the existing index points and documents beforehand.
– The setup and editing of an index via this feature requires careful execution and planning. The index structure can be examined by inspecting an index file, but not the accuracy of the content.
Import Indexed Files
Select the menu item Documents → Batch → Files → Upload Files to upload indexed document files. Indexed files contain an index number and a description in their file name.
− Drag and drop the indexed document files onto to the upload window. The file names should start with the index point to which they are supposed to be allocated later on.
− To remove a file from the list, select it and click on the trash can icon in the lower left.
− Once all files are placed in the import window, click on the upload button.
Please note the technical parameters for importing files and folders:
− Single files have a minimum size of 1 b and may not exceed 600 MB.
− Only PDF (.pdf), Excel (.xls, .xlsx), Word (.doc, .docx), PowerPoint (.ppt, .pptx), Text (.txt), Tiff (.tif, .tiff) or JPEG (.jpg, .jpeg) files will be converted for data room display. All other file formats may also be uploaded, but can only be provided for download by authorized users.
− Only files are uploaded, not folders. Please take care not to use the same file names in different folders. System files will be ignored.
− If you successfully upload a document with a properly indexed file name, you will either create a new index point or replace an existing one.
Once you have uploaded the files they can be reviewed and edited. Select the menu item
Documents → Batch → Files → Uploaded Files:
The uploaded files are listed by document name, file size, date of upload and name of the user who uploaded the document.
− Click on the wrench icon in the column Edit to edit the file’s name (e.g. you may add the index number, if it is still missing from the document name).
− Click on the X icon in the column Delete to remove a file. Click on Delete all above the list to remove all listed files.
Allocate Indexed Files
Select the menu item Documents → Batch → Files → File Allocation to allocate the uploaded files to their matching index points.
The status bar Running Jobs displays currently running or recently finished jobs within the VDR. Please take note of running jobs to avoid administrative conflicts.
Before you can allocate your files, the following settings need to be adjusted:
− At Permissions, choose between the options ‘without permissions (index point not visible)’ and ‘apply permissions of parent index point’.
! If you select the option ‘without permissions’, the new index point will be added but cannot be viewed by users, until other permissions have been set by Deal Managers.
! If you select the option ‘apply permissions’, the existing permissions setting of the parent index point will be applied to the newly added index point.
− Check the box at Index description to replace existing index descriptions with the file name.
− At Index presentation you can adjust, which index level will be displayed in the index description of your index points.
− A variety of Filters can be applied on the list of files: - All documents
- Documents which would be allocated to existing, empty index points - Documents which would be allocated to newly created index points - Documents which would replace existing documents
- Documents which still have to be allocated correctly
- Documents which cannot be allocated properly due to errors
− Click on Allocate to open the allocation window:
In the upper area of the allocation window you find a summary of the applied settings. Below you find information on how many documents can be allocated, how many index points will be created and how many documents cannot be allocated.
Below the grey boxes, an info box for each index point and/or document is shown. If the document cannot be allocated, the box is highlighted red. If the document can be allocated, the box is highlighted green. The box is highlighted orange if the documents can be allocated but attached documents cannot be converted for online display within the data room (the document will still be available for download by authorized users).
− Click on Assign index (above the text entry field) to assign the respective document to a different index point. A popup will open, which allows you to select an index point.
− Remove the check mark at Include this document, if you do not wish to allocate this document anymore.
− Click on Allocate (below the info boxes), if all corrections have been made and the documents are ready to be allocated to the data room.
! Documents which are not allocated can be reviewed in the menu item Documents Batch Files Uploaded Files. These files remain there, until they are allocated or deleted.
3.2 CONTENT ADMINISTRATORS AND STAGING AREAS
The following pages cover the optional administration features Content Administration and
Staging Area.
These features allow you to delegate administrative work regarding the content of the VDR, i.e. the administration of the index and its content.
Add/Edit Task Teams
Content Administrators work in Task Teams, which are permitted to work on specified sections of the VDR. Administrative rights of these users are limited to the index and documents. Content Administrators do not work directly on the index itself, but rather on Index Copies, which can be found in the staging area. Depending on their settings, the work of Task Teams may be subject to prior approval by Deal Managers.
Allocate Users to Task Teams
Task Teams have to consist of one or more sell-side users. Each user who has been assigned to at least one Task Team will become a Content Administrator and gains limited access to the Administration area of the VDR.
Set/Edit Task Team Authorisations
Content Administrators may only edit sections of the VDR they have been authorized to. Task Team authorizations may not overlap, i.e. only one Task Team can be authorized to edit a certain index point at a time.
Review, Edit and Approve or Reject Staging Areas
The work of your Content Administrators may be subject to prior approval by Deal Managers. In this case, Task Teams cannot directly edit the VDR and all of their work will only affect the index copy until it is reviewed and approved.
The basic workflow of the Task Team administration:
1. Set up Task Teams and set their task authorizations.
2. Assign users to Task Teams.
3. Delegate the administrative work to Task Teams (internal sell-side communication).
Task Team Administration
Select the menu item Users → Content Administrators → Task Teams to add and edit Task Teams. All existing Task Teams will be listed.
− At Name, the Task Teams are listed by name.
− At Description, a short description of the Task Team is displayed.
− At Final Approval, a green check indicates that the work done by this Task Team will directly affect the VDR. A red cross indicates that the work is subject to prior approval by the deal management.
− At No. of Content Administrators, the number of Content Administrators is displayed.
− At Content Administrators, click on the icon to switch to the Allocation to Task Teams menu item, which allows you to add users to the selected Task Team.
− At Review/Edit, click on the wrench icon to open to the Edit Task Team window.
− At Authorisations, click on the respective icon to switch to the Task Authorisations menu item (see Set Task Team Authorizations).
Add/Edit Task Teams
Select the menu item Users → Content Administrators → Task Teams. Click on Add Task
Team or the wrench icon in the column Edit to add or edit a Task Team, respectively.
− At Name, enter the Task Team’s name.
− At Description, enter the Task Team’s description.
− At Final approval, select the checkbox, if the work done by this Task Team does not (!) need to be approved by the deal management. Their index changes will directly affect the VDR.
− If the box remains unchecked, the work of this Task Team will be subject to prior approval by the deal management. You can approve or reject index changes in the staging area (see
Review, Edit and Approve or Reject Staging Areas).
! Since their changes to the data room do not need to be approved, a Task Team with Final approval enabled cannot include any reviewers (see following page). If you want to assign users as reviewers, leave this option deactivated.
Allocate Users to Task Teams
Select the menu item Users → Content Administrators → Allocation to Task Teams to assign users to Task Teams.
− The list in this menu item displays all of the Content Administrators (Name), their respective team (Task Team) and their role within each team (Task). Use the Search to filter Task Teams and/or to look for individual Content Administrators.
− To remove a user from the respective Task Team, click on the X icon in the column Delete. Note that users only have access to the Administration area, if they are allocated to at least one Task Team.
Add a Content Administrator to a Task Team
1. Click on Add Content Administrator to add a user to an existing Task Team.
2. At Content Administrator, select a user. Users can only become Content Administrators, as long as they hold no other administrative rights within the VDR (e.g., Deal Manager).
3. At Task Team, select the Task Team the user will be allocated to.
4. Choose which Task the user will be assigned to (only for Task Teams without Final approval).
– Administer: Users can edit their VDR section.
– Review: Users cannot edit their Index Copy, but they can review and unlock it.
5. Click on Add Content Admin to confirm your settings. Users will receive an e-mail invitation if they are allocated to a Task Team for the first time.
Overview - Task Team - Name - Task - Delete Add Content Administrator Search Remove Click the icon to remove the user from the Task Team.
Set/Edit Task Team Authorisations
Select the menu Users → Content Administrators → Task Authorisations to assign index sections to Task Teams, which can then start working on them.
Set task authorisations via the context menu
1. Select one or multiple index points, which you want to assign to one Task Team.
2. Open the context menu.
3. Select the option “not assigned”, if you wish to remove any existing assignment.
4. The remaining menu items contain a list of all your VDR’s Task Teams. Click on one to assign it. Only one Task Team can be assigned to an index point at once.
5. There are certain cases, where an assignment is not possible (e.g., because a parent index point is already assigned to another Task Team). The software will inform you about these. ! One index point/index section can only be assigned to one Task Team at a time.
Review, Edit and Approve or Reject Staging Areas
Select the menu item Staging Area → Staging Area Overview to review, edit, approve and reject changes to the index made by Content Administrators (if their work is subject to prior approval).
Index copies waiting for final approval
These index copies have not been approved by the Deal Managers yet.
– At Index copy, the name of the staging area/Task Team is displayed.
– At Locked by, Content Administrators will be listed, if they still work on the index copy or have not unlocked it.
– At Number of changes, the number of changes made to the index copy is shown.
– At Unlock, an index copy locked by a Content Administrator may be unlocked at any time. Please be aware that any Content Administrator will be locked out immediately, if they are actually still working on the index copy.
– Click on the wrench icon in the column Review to review all the changes made to the index copy (see next page).
Index copies without changes
These index copies have been created but do not contain any changes.
Index copies of Content Administrators not subject to final approval
These index copies are currently worked on by Content Administrators who are not subject to prior approval. You should refrain from working on the VDR yourself, until these changes are applied to the data room.
Review Index Copies
Click on the wrench icon in the column Review to review an index copy. The window lists all the changes made by Content Administrators:
– Below the status bar Running Jobs a grey dialog box states the index copy’s name (Current
Index Copy). At Unlock, you can unlock the index copy.
– Below, several drop-down menus may be used to filter the listed changes (date, action, user,
reference point and/or index point).
! Please note that changes not displayed due to filter settings, will still be approved or rejected.
– Below the filters a list will display each change to the selected index copy individually. The columns display the date of the change, the responsible Content Administrator, the affected
index point and a description of the action.
– Click on the lens icon in the last column Details to view additional staging details (e.g., document description, reference points, number of pages).