You should contact Rob Waller, he did some great work for us in this vein as well as simplifying complex contract legal language for use in Term Contracts or MSA's.
• Health Quest
Thank you, Gary, will do! I did check out the link you provided and definitely liked what I saw. It is exciting to know that there are folks out there who believe in revamping and freshening up the way we do business on paper.
Fully agree with you. We also follow a standard contract briefing template and prepare contract summaries for the delivery and business teams. They dont have to go through the legal T&Cs and get a contract briefing in a simple and plain language.
I have seen a similar construction many times in my work for SMEs who supply to large telecommunications groups. The liquidated damages are a sole remedy for the supplier's delay UNTIL the cap is reached, after which the purchaser has the right to terminate the contract and/or encash the performance bond. A termination right for cause being that "delivery is not in accordance with the delivery schedule" seems to conflict with the liquidated damages provision, however. I'm assuming from your question that you are on the supply side and the contract template was provided by the purchaser? Did you query the purchaser about this conflict, and if so what was the outcome?
I think that you meant that the provisions of that clause are in addition to any other rights that the purchaser has.
Local service agreement (LSA) is often used by multinatinations for mutli country billing.
• Jagged Peak, Inc.
We have multi-country and cross-border contracts but it is crucial to know ahead of time (and if they don't tell you, know to ask all the right questions if you are even offered a seat at the pre-sales proposal stage that is) and even so far as knowing how to price the deal out - the currencies should be key to the CFO's numbers to approve the deals going out the door. It appears you will have to amend the contract to account for the various countries, correct contracting entities, currencies as well as any other country or regional specific items that come up (is the US Privacy law listed but you are now including the EU? You may likely have to add GDPR in the contract). As an end to end multi-channel ecommerce company we have multitude of factors to consider - what fulfillment center is handling the fulfillment? Is there call center or tech support to include? Are the ecommerce services based in the US or abroad? Etc. and that all varies by country so would have almost be a complete rewrite of a contract (and sometimes simpler to restate the master.)
I can never stress enough to the sales and proposal teams to bring me in as early as possible to help review the RFPs and draft the list of issues to have a team call.
Tom - many are using risk registers to improve their effectiveness in dealing with liabilities overall.
There is increasingly demonstrated success by those who elect to manage risk and limit liabilities through preventive techniques rather than allocation measures. Borrowing from the six sigma, Total Quality Management and other similar approaches, our peers who seek to prevent the liabilities from materializing, rather than figuring out who will bear the cost when the liability does materialize, are finding success in this pursuit.
A great initial tool is the risk register. More specifically, joint risk registers are proving to be quite helpful.
I can propose the following free tool to you:
Tender Risk and Contract Review system (in short TRaCRs) available at the following link:
afitac.com/tracrs/ It is not strictly limited to LoL but can increase understanding within your organization of dealing with commercial & contractual risks in any tender or contract.
The following publications explain a bit further:
afitac.com/2018/04/16/contract-risk-scoring-10-questions-answered/ afitac.com/2018/05/13/contract-risk-scoring-decision-process/ Such tool can of course by customized to your needs.
Indeed. For example, there are consultants and researchers working on Contract visualizations. I happened to work on such developments for our company, and found it useful in governing the contractual activities of large and complex infrastructure proejcts.