Hello, this is the type of contract structure my company has used for a while, Master terms, often evergreen, with annual Product and Service Agreements falling under it. I find it really helps create flexibility for purchases through sub agreements since anything that falls under the Master tends to be a shorter document. Generally, the Master governs unless it's a service or product specific term that the Master does not speak to, but we make that all very clear in the body of each section of the agreement. We also make it clear that any agreement falling under the Master only stays in effect as long as there is a Master in effect; though I have seen agreement terms that state until the end date of the sub agreement the Master terms still govern even if that Master has expired.
For Order of precedence I've seen it done with a list, as already mentioned, we try to keep things as uncomplicated as possible, so sub agreements just refer back to the specific Master, which supersedes any PO terms, and each sub agreement only speaks to one topic.
I don't have much of an issue with PO/SOW (for me, service agreement) alignment, ours is a pay at the beginning of the term, after agreement execution, so PO creation can occur after the service term has been set, but I would imagine there should be some sort of language you could include in your SOW that would address that concern...
Hi, I would be willing to have a chat about this. I am a lawyer with more than 20 years experience and although I have not worked extensively with modular contracting, I should be able to provide some advice. Please reach out to me at email@example.com.
If I understand the question correctly, it is asking about the benefits and challenges of breaking contract terms into, for example, POs/SOWs, Master Agreements, Terms of Service, Data Processing Agreements, etc. This has certainly become the norm in the technology industry allowing for multiple purchases under a single master agreement, with the added benefit of allowing companies to amend the ancillary agreements on notice or website updates. Most deal with the order of precedence by listing the agreement order. It may, however, be better to set the order based on the nature of the term, so that updates to data processing agreements take priority over all other agreements. With respect to survival, the most common approach is to extend contractual terms until the expiration of the last PO or SOW or some period following such expiration.
Seplat Petroleum Development Company Plc
I agree that simplification is the only way to go. More and more companies are realising the benefits of reducing sales cycles, negotiation times etc together with ease of understanding of contracts by key stakeholders and customers.
I agree that too much emphasis is often placed on covering off risk when a certain amount of risk is an element of all contracts. Managing that risk in an intelligent manner is key and part of that management is using the right contract terms for the relevant offering. IACCM's VCU Framework will help companies to manage uncertainty through contracts.
We would welcome the opportunity to explain the benefits of contract simplification and design together with the VCU Framework to your senior business and legal teams. Please reach out to me personally if you would like to discuss. My email is pdoyle@IACCM.com
VP and Global Head of Research and Analytics
There is no doubt that the measurement focus is wrong. It drives Procurement to operate within narrow boundaries and tends to drive a strong functional perspective, rather than a broader business focus. In order to deliver value, the role of the future must be far more integrationist in its nature - evaluating and reconciling across stakeholder interests.
As you say, commercial leaders need to be prompting this change and that leads us to a critical area for development - influencing skills. These are built around empathy and coming at problems from the other side's perspective. To some extent, this is a 'soft skill', but actually in my experience can best be learnt through studying elements of marketing. This is also fundamental to becoming a better negotiator - internally and externally.
Some areas I would be focused on right now are:
Agile methods - what are they, how do they apply to my work?
Design-thinking - communicating with the user / receiver in mind, simplifying
Analytics - understanding what data we need and then how to use it (e.g. sources of value versus sources of efficiency)
Negotiation and influencing - as above
Knowledge transfer - enabling others by creating 'self-service'
There are plenty of short courses available - obviously we have a growing library of those and in the next few weeks will make more available - ethics, social value, diversity and inclusion are examples.
I think the most likely answer is that it will be based on timing - so subsequent agreements may amend the original. However, that also depends on what the core agreement - eg MSA - says regarding the amendment process - for example, does any amendment require formal acceptance? If so, are subsequent documents signed or unsigned? Is acceptance deemed as a result of supply or acceptance?
Agree with the first post. Depends on timing. Does your PO contain language that the PO supersedes any other agreements? If so, the PO just superseded your MSA.
We have specific language in our MSAs that state that no POs or other forms of agreement can apply. You could also add that language to your sales order or quote documents so the MSA does not get trumped if there is no order of precedence language in your master.
"No terms and conditions contained in any purchase order or other electronic notification or contract shall be of any force or effect."
The Brexit scenario, coupled with COVID-19 are indeed leading to extended negotiating periods.
Given that Brexit will not be finalised for some time, the only practical way to deal with this would be to include provisions for a process to agree changes to customs duties / tariffs / excises etc. in your contracts.
Phyllis we are delighted to know that you enjoyed Rod and Melissa's webinar. I hope that you are also enjoying the first of IACCM's TASK Topics which is all about Remote Work Environment and Balance. There are lots of resources available, podcasts and talks with people sharing their stories and expertise as well as training programs and coaching opportunities to help our members navigate their way through the coming months as we emerge from the immediate crisis.www.iaccm.com/task/remote-work-environment-balance/
Hi Steve, thank you for your question. Pricing trends for major equipment are not something we specialize in unfortunately and in the current circumstances, the answer would, I believe, vary enormously depending on the nature, type, and location of the acquisition.
• GMR Energy LImited
Believe there is no ready made global data base as of now. Each countries Govt. publishes data on whole sale price index/producer price index/purchasers price index( nomenclature varies) on each and every category of product including machinery, equipment etc. year on year and month on month. These data is generally publicly available and can be accessed and down loaded.
For example - there is Bureau of Labour Statistics in USA which pubishes all such data for the products manufactured in USA. In India its published in a bulletin every month by the central bank i.e Reserve Bank of India
Great question. You have certainly come to the right place for some expert advice. I hope others jump in as well. You can find an array of resources at your fingertips (including case studies).. if you go into the resource library (Resources > Resource Library) and search by category = Negotiation. I would particularly recommend:
IACCM Dubai Member Meeting April 2019 Presentations
Ask The Expert: Negotiating and Contracting in the Middle East
The Power of Intent Workshop - IACCM APAC Conference 2019
Do Procurement practices cause dishonesty?
Negotiating in a time of coronavirus
In Negotiations, Givers Are Smarter Than Takers
In addition, you may wish to consider our new Managing Contracts Virtually training program (which is currently included as a member benefit) .. Training > Managing Contracts Virtually.
If you need help accessing any of these materials, please contact me at firstname.lastname@example.org.
Greetings, thanks for the question. I look forward to the responses from other practitioners in this space too. In the meantime, I suggest you take a look at our contract standards clause library here: www.contractstandards.com/public/contracts/statement-of-work. While this provides a framework, the key is in the level of detail that you apply to the "Supplier Tasks and Responsibilities" section - the detail required is application-specific, so there are no hard and fast rules. I have used detailed project plans and, in some instances, references to operational collateral (handbooks, processes, and procedures, referenced but not included) to get to the level of detail necessary to define what is required. This works fine for transactional engagements but cannot cope with more complex requirements - where there is uncertainty in delivery or deliverable (or both!). Then, you'll need an agile approach to the SOW. Hope that helps.
Hi - thank you for raising this important point and sorry that you are missing out on active participation. In your user profile, you can actually make use of two email addresses - the primary one (that is used in the login process) and a secondary one, that is used if the primary one has issues. You can change these at any time, from your profile page: www.iaccm.com/members/, but clearly you will need to be able to log on to make the change. If you cannot log on for whatever reason, please contact the membership team (email@example.com) and we will happily make any changes for you, once we have verified your identity.
If you don't have a secondary email saved, perhaps now is the time to think about adding that. If you are currently associated with a Corporate membership and things have changed, you can always elect to leave the corporate membership and become an individual member. You can do that here: www.iaccm.com/members/. That way, you will continue to enjoy all the great benefits of IACCM membership.
I am in the situation where I am in between jobs, having finished in my last role at the end of March. The CoVID situation will most likely delay me getting new employment for some time. During this time I am focusing on catching up with IACCM events such as Webinars, AsktheExpert, etc, but find I am excluded from any Sponsors' webinar as I no longer have a work based email address.
Will this continue throughout the CoVID period? I feel it is a little short sighted of the Sponsors to exclude those not currently in employment from their webinars, it is exactly this time when I will have most opportunity to join and expand my knowledge and understanding of the marketplace.
Hi, Thank you for your response. Great to meet you - virtually that is.
I am very sorry to hear you are experiencing an issue registering for the IACCM sponsored webinars.
We continuously contact sponsors asking them to be sensitive to this issue. However, as the registrations are done on their websites, it is a challenge to get them to change their policies.
In any case, the webinar presentations and recordings are typically posted in the IACCM Member Library within 24 hours of all sponsored webinars, so they are available to you to review at your convenience.
Here is the link to the latest content on our resource library. www.iaccm.com/resources/contract-management-resources/
In the meantime, let us know if you need any additional information.
Jennifer Jarrard MEI SRMP
Director, Corporate Member Operations, IACCM Council and Networks
+61 (0)407 541 497 | firstname.lastname@example.org
Personally I don't know that this is the case... My personal email address is registered as my primary email address with IACCM; and I always use my personal email address to sign up to IACCM events.
• Vodafone UK
Hi, all internal IACCM events work fine with a personal email address, it was the external sponsored events that would not allow my participation, those where you register through the sponsor's website. This was a few months ago and I have not tried since so things may have changed.
I just tried to sign up for Malbek webinar on June 30 with gmail address, does not allow 'non-work' email - bummer