The procurement stage, before any contract is signed, sets up everything that follows. Run it well and you negotiate the contract from a position of strength. Run it loosely and you discover the gaps only once you are locked in. This is the part of a deal that rarely sees a lawyer but probably should.
A request for information (RFI) gathers high-level information to understand the market and shortlist vendors. A request for proposal (RFP) asks shortlisted vendors to propose a solution and terms. A request for quotation (RFQ) asks for pricing on a clearly defined requirement. Using the right instrument at the right stage keeps the process efficient and the responses comparable.
Both sides share sensitive material during procurement. You disclose your requirements and sometimes your data; vendors disclose their methods and pricing. A mutual confidentiality agreement should be in place before detailed exchanges, and the RFP should make clear who owns the ideas in a submission, so that evaluating a proposal does not create an IP dispute.
The single most effective procurement tactic is to include your draft contract terms in the RFP and ask vendors to confirm acceptance or flag exceptions as part of their bid. This surfaces the hard negotiation points while you still have competitive tension, rather than after you have chosen a winner and lost your leverage. The terms you embed are the standing terms covered in our master services agreement and, for software, SaaS notes.
Define and weight your evaluation criteria before responses come in, and score against them consistently. A documented, objective evaluation protects you if a losing bidder challenges the outcome, and it keeps the decision focused on what actually matters rather than the most polished pitch. Regulated and public-sector buyers have stricter obligations here, but the discipline benefits everyone.
Once you have a preferred bidder, hold the competitive tension until the contract is signed. Confirm the terms accepted in the bid, finalise the statement of work, and avoid letting the vendor reopen points they already conceded. A short, time-boxed final negotiation keeps momentum without giving away the ground you won during the RFP.
Procurement is the front end of our commercial contracts and transactions work. The background sits in the map of commercial agreements, and the contract that results is drafted and reviewed through our Contract Studio and Clause Library and Risk Review technology.
Usually not in itself, but it can create obligations, especially in regulated procurement, and statements made in it can carry into the contract. Treat the RFP and the responses as documents that will be relied on, and say expressly when something is non-binding.
Leverage. While vendors are competing, they are far more willing to accept your terms. Once you have picked a winner and disengaged the others, that leverage is gone and the negotiation gets harder.
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