Sourcing Transactions: Structuring Key Terms and Obligations
Drafting and Negotiating Purchasing Volume, Forecasting Methodology, Pricing Discounts, and Contract Management Processes
Recording of a 90-minute CLE webinar with Q&A
This CLE course will provide supply chain and commercial counsel with best practices for drafting and negotiating master purchase agreements and blanket purchase orders in sourcing transactions. The panel will discuss case law regarding when such documents bind the parties to quantities, pricing and delivery terms. The panel will also outline approaches to drafting clauses around purchasing volume, pricing discounts, term and termination, and inventory and lead time requirements to minimize your client’s or company’s legal risks.
Outline
- Comparisons between different contracting forms, advantages and disadvantages
- Supplier risk: How termination clauses and price adjustment clauses can prevent disasters
- Purchaser risk: How to manage minimum purchase guarantees that can lead to breach claims
- Contracting pitfalls and solutions
Benefits
The panel will review these and other key issues:
- When should a master purchase agreement or blanket PO be used for business transactions?
- What are the key terms in these documents?
- How should counsel proactively address orders placed against expired contracts or POs?
- How can counsel anticipate and resolve potential breach claims that may arise from conflicts involving master purchase agreements and blanket POs?
Faculty
Edward J. Momkus
Member
Momkus
Mr. Momkus concentrates his practice in complex business transactions, mergers and acquisitions, corporate law,... | Read More
Mr. Momkus concentrates his practice in complex business transactions, mergers and acquisitions, corporate law, financing, business succession and liability prevention systems. He negotiates and drafts contracts for a wide array of business transactions, including manufacturing contracts, purchase agreements, equipment leases, corporate and partnership formation, business succession and sales of businesses. He previously was employed as corporate attorney at Leaseway Transportation Corporation and later Evans Products Company, and subsequently became Appliance Group Counsel at Sunbeam Corporation.
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Tricia A. Sherick
Partner
Honigman Miller Schwartz and Cohn
Ms. Sherick’s practice involves representing original equipment manufacturers and Tier 1 suppliers in the... | Read More
Ms. Sherick’s practice involves representing original equipment manufacturers and Tier 1 suppliers in the development of strategies when faced with nonperforming suppliers, assisting in contract negotiations, as well as providing analysis and advice regarding maintenance of supply relationships. She also advises secured and general creditors in phases of commercial bankruptcy cases as well as purchasers and sellers of assets in and out of bankruptcy, with a special emphasis on automotive-related transactions.
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