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Key Sections to Include in Vendor Contracts
The vendor contract is an inescapable part of doing business, as common as computers, timecards, and water coolers. It governs the terms agreed upon when two parties exchange goods or services for payment.
There are different types of vendor agreements governing business relationships, depending on the goods or services provided and the objectives of the agreement. An experienced Broward County, FL business contract negotiation attorney can help businesses draft strong vendor agreements.
What Are Common Vendor Agreements?
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Master Services Agreement (MSA)
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Statement of Work (SOW)
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Purchase Order (PO)
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Non-Disclosure Agreement (NDA)
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Service Level Agreement (SLA)
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Fixed Price Contract
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Time and Materials Contract
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Cash Reimbursable Contract
What Key Terms Should a Vendor Agreement Include?
Payment Terms
Vendor agreements must include price terms for the goods or services provided, details on the timing and method for payment, and information on penalties for late payments. The more clearly payment terms are defined, the better the parties will be able to operate. A well-drafted payment terms clause manages expectations about payment and helps businesses avoid cash flow problems.
Scope of Work
The scope of work section in a vendor agreement outlines in detail what goods or services will be provided. A scope section that clearly defines expectations of vendor deliverables helps avoid misunderstandings and disputes.
Delivery and Timelines
This section governs the "when" of the vendor/business relationship: when the goods or services will be delivered, what timelines a project has for completion, the timing for any milestones, and penalties if there is a delay in performance.
Confidentiality and Data Security
The confidentiality section determines what information the parties agree to keep confidential and the penalties for failing to abide by this section. Data security provisions detail the steps the parties must take in order to protect sensitive data, including storage and sharing, and the need to abide by relevant data security laws.
Intellectual Property
In a vendor agreement, it is important to outline who has ownership of intellectual property rights stemming from the work completed in the course of performing the agreement.
Performance Metrics
This section outlines the key performance indicators (KPI) that the vendor must meet to fulfill their performance obligations under the agreement.
Termination
By including a termination clause, the parties outline their rights and obligations if the working relationship needs to be concluded, either because of an external issue or because a party is not fulfilling certain legal obligations under the contract.
Contact Our Fort Lauderdale, FL Vendor Agreement Lawyer
At The Elliot Legal Group, P.A., our attorney represents businesses in all aspects of vendor agreement review and drafting. Our experienced Broward County, FL contract review attorney can advise you on the terms of an existing vendor agreement or negotiate favorable terms on your behalf. Call our offices at 754-332-2101 for a consultation today.