I also recommend the ARMA publication. Money well spent ahead of your project.

Your question addressed an SLA with commercial records centers specifically. Keep in mind that is one component of an overall agreement.

Your agreement in whole should include general terms and conditions, then service levels, then pricing. That also allows you to have a master agreement with the vendor (the T&C document), coupled with service expectations and pricing for each service that is rendered to your organization. Your Purchasing folks will like that because they won't have to renegotiate the T&C document every time they deal with that vendor.

Make sure that pricing is inclusive of all activities and references a consistent unit of measure. Most contracts price by cubic foot, but never effectively define cubic feet per box or container type. Keep in mind that the trend now is to charge services by cubic foot, not by number of activities. Fully understand and state all of the components of a particular activity. What goes in to a retrieval? Do they charge base transportation on every service order or only for the actual truck visit? Keep in mind that the same truck is likely picking up as well as delivering -- are you paying the base transportation charge for the pick up and then for the delivery as well?

Clearly define the times for placing orders and when you can expect delivery or service. Also define volume limitations for a particular service. Some records centers will only pull so many boxes per day.

Negotiate the divorce before the marriage. If you change vendors at the end of the contract, what charges are involved, what pace of removal will the vendor commit to?

Clearly indicate that you will not pay any charges that are not part and parcel of the contract (we had that conversation recently on reboxing). Make sure you define how the charges can escalate and if any surcharges (for fuel, etc.) can be applied, and when.

You should have language that allows you to terminate the contract for cause after a certain number of issues (and termination for cause should result in your organization getting back all boxes without charge within a set period of time). That will keep the vendor on the ball and ensure that they have skin in the game. But be very clear in how you define an incident and what remedies need to be followed. In other words, is a late delivery a single incident or an incident for every unit of storage that was part of the delivery? 

A few years ago, we had a fairly requiring contract with a major vendor. They didn't like the language one bit, but it did keep them focused on service and we did our best not to ding them on every little thing. We tried to follow a "no blood, no foul" approach. If they were a little late on a delivery and there was no internal customer harm, we didn't ding them. But if we missed a delivery internally and we were dinged because the vendor was late, we passed along the pain. So a good part of your SLA should reflect your internal SLA expectations and promises with your internal customers.

My understanding is that many vendors are very unhappy about custom contracts and will insist that you sign their standard contract. They may use language that implies that they refuse to sign custom contracts because of direction from their head office. If that is the case, you may have to look at other, more accommodating vendors. You may also have to give a little. The biggest problem will be insistence upon particular delivery and pick up times. Many of the vendors are beginning to utilize sophisticated dispatch systems that try to maximize route efficiency, at the expense of consistent delivery times. They will promise before Noon, but you may have a 9am one day and 11:45am the next.

Don't forget about liability language for breaches involving PII and payment cards. Also consider language that discusses third party delivery services (i.e. messenger services) and liability. I've also seen some situations recently where patent owners are suing vendors and their customers in patent disputes. You may want some indemnifying language in your contract that addresses patent infringement by the vendor and your liability for the vendor's problems. Lastly, do whatever you can to eliminate the "hostage fee" when you terminate your contract at the end of the term. You likely can't avoid a penalty if you break the contract without good reason, but at the end of the contract period, you should be a free agent. You should expect to pay handling charges, but you should not be paying a penalty to get your property back at the end of the contract, If so, you have to account for that fee in your calculation of the total cost of services over the term of
 the contract. It does you no good to say that vendor A is 2 cents a month cheaper than vendor B if vendor A is going to charge you an extra $5 a box to get your stuff back at the end of the contract.

 Patrick Cunningham, CRM
[log in to unmask]


"Perpetual optimism is a force multiplier." 
-- Colin Powell

List archives at http://lists.ufl.edu/archives/recmgmt-l.html
Contact [log in to unmask] for assistance
To unsubscribe from this list, click the below link. If not already present, place UNSUBSCRIBE RECMGMT-L or UNSUB RECMGMT-L in the body of the message.
mailto:[log in to unmask]