Publication date: 29.09.2025
Faith is a versatile leader making an impact in various industries by applying her negotiation, mentoring, and problem-solving skills as well as legal prowess. She is passionate about decreasing risks to organizations and clients while maximizing revenue and helping companies and individuals grow. She excels in her ability to manage cross-departmental relationships, vendors, and clients by creating an environment of inclusion; She leverages her listening skills in times of crisis to mediate successful outcomes while meeting the needs of all parties.
Case Study: Ensuring Uniform and Consistent Contract Obligations Across All GPI Suppliers
Overview
Graphic Packaging International (GPI) aims to implement a consistent and uniform approach to supplier contracts to mitigate organizational risks and allow the law department to prioritize contract review based on potential issues. The use of a detailed contract playbook enables negotiators to apply established positions confidently, respond efficiently to supplier redlines, and reduce time spent on back-and-forth negotiations.
By aligning suppliers with GPI Preferred Terms, the contracting process becomes faster, and risk exposure is minimized. The playbook clearly identifies unacceptable supplier language, allowing negotiators to address issues promptly.
Key Legal Considerations
- Confidentiality & Intellectual Property
- GPI prioritizes the protection of its Intellectual Property (IP), including trade secrets and proprietary production methods.
- Every vendor is required to sign a Confidentiality Agreement (NDA) prior to discussions.
- Using vendor-provided NDAs may delay negotiations by 6–8 weeks for legal review.
- Contract Negotiation Process
Negotiators should be prepared to discuss:
- Vendor involvement and impact on GPI infrastructure
- Scope of work and expected deliverables
- Willingness to negotiate terms and Service Level Agreements (SLAs)
- Resource allocation (onshore vs offshore)
- Pricing models, milestone-based fees, and long-term discounts
- Contracts may require input from multiple departments, including IT, finance, and risk management.
- Data Privacy & Compliance
- Suppliers must comply with EU GDPR and applicable US state privacy laws, including Virginia, California, and Colorado.
- Contracts must ensure compliance with GPI's Global Supplier Code of Conduct, covering:
- Forced labor prohibition
- Human rights protection
- Antitrust and trade control compliance
- Environmental, social, and governance (ESG) standards
Contract Terms
- Termination & Renewal: Specify effective dates and renewal conditions; avoid automatic renewals without renegotiation rights.
- Governing Law: Prefer neutral jurisdictions such as Georgia, Delaware, or New York.
- Late Payments: Default position is no interest on late payments, with limited exceptions.
- Intellectual Property Ownership: GPI retains ownership of drawings, plans, and proprietary content.
- Assignment: GPI may assign agreements to affiliates or during mergers; suppliers need prior consent.
- Non-Solicitation: Clauses should be narrowly drafted for enforceability.
Common Negotiation FAQs
Question
Can I contact a vendor directly for purchases?
Answer
No. Vendors must first sign a mutual NDA to protect GPI's IP before business discussions.
Question
What should be prepared for the first vendor meeting?
Answer
Discuss vendor scope, infrastructure impact, SLAs, and reporting mechanisms.
Determine resource allocation, milestone fees, and extended-term discounts.
Question
How are IT and data privacy considerations addressed?
Answer
Confirm if new technology requires PMO approval.
Ensure GDPR and US privacy compliance.
Check if vendor accesses or houses GPI data.
Question
How are renewals handled?
Answer
Managed via standard IT processes.
Typically, renewal quotes are requested 180 days before expiration.
Price increases are capped between 3–5% to prevent unexpected costs.
Question
How is intellectual property protected?
Answer
Vendors may only use GPI IP when necessary to perform services.
Unauthorized use of content, drawings, or trademarks is prohibited.
Question
What are payment terms and triggers?
Answer
Payments are triggered upon receipt of accurate invoices.
Percentage commitments are capped at 80% of annual requirements.
Practical Negotiation Tips
What to say:
"Is this your best and final offer?"
"We are evaluating multiple vendors."
What not to say:
"Your pricing is lower than competitors."
"You are on the short list of vendors we are considering."
By adhering to these strategies, GPI ensures uniform contract compliance, risk mitigation, and efficient vendor negotiations.
Implementing a uniform and consistent approach to supplier contracts at GPI has proven to be a critical factor in mitigating organizational risk and ensuring smooth legal and operational processes. By adhering to the GPI Playbook and Preferred Terms, contract negotiators can respond efficiently to supplier redlines, safeguard intellectual property, and ensure compliance with data privacy laws such as GDPR and applicable US privacy regulations.
