Vendor Contract Review Checklist

Wireless contracts are written by vendor legal teams to protect the vendor. That's not malicious — it's just how contracts work. Your job is to understand what you're agreeing to and negotiate terms that protect you too.

This checklist covers the clauses that cause the most problems: auto-renewals that lock you in, SLAs that don't actually guarantee anything, and fees that don't appear until the first invoice.

• Initial term lengthWhat's the minimum commitment? 36 months is standard for infrastructure, but 24 or 60 months aren't uncommon.
• Auto-renewal termsRed flag: Contracts that auto-renew for another full term (not month-to-month). Look for 30-90 day notice requirements to prevent renewal.
• Price changes at renewalCan pricing change at renewal? By how much? Look for caps on annual increases (3-5% is reasonable).
• Early termination feesWhat's the cost to exit early? "Remaining contract value" is punitive. Look for declining fees (e.g., 50% of remaining months).

• All-in pricing confirmationDoes the quoted price include all fees? Ask specifically about: activation fees, administrative fees, regulatory recovery fees, and taxes.
• Overage chargesRed flag: Per-MB or per-GB overage fees. These create unpredictable bills. Look for unlimited plans or pooled data with alerts.
• Price lock periodAre prices locked for the full term, or can they increase annually? Get price locks in writing.
• Invoice consolidationWill you receive one invoice or multiple? Managing 5 separate invoices adds hidden administrative cost.
• Payment termsNet 30 is standard. Watch for early payment requirements or late fees that kick in quickly.

• Uptime definitionHow is "uptime" measured? Per-location or network-wide? Does scheduled maintenance count against uptime?
• Uptime percentage99.9% sounds good, but that's still 8.7 hours of downtime per year. 99.99% is 52 minutes. Know what you're getting.
• Response time commitmentsWhat's the guaranteed response time for critical issues? 15 minutes is good, 4 hours is too slow for outages.
• SLA credit mechanismRed flag: Credits you have to request. Look for automatic credits when SLAs are missed.
• SLA exclusionsWhat doesn't count? Most SLAs exclude "force majeure" events, but watch for broad exclusions that gut the guarantee.

• Adding locationsWhat's the process and pricing to add new locations mid-contract? Same rates, or renegotiation required?
• Removing locationsRed flag: No ability to remove locations, or removal fees equal to remaining contract value. Negotiate reasonable removal terms upfront.
• Service changesCan you upgrade or downgrade services? Change carriers? Add features? What triggers a contract amendment?
• Assignment clauseCan you transfer the contract if you're acquired or sell a division? Some contracts require vendor consent.

• Termination for causeCan you exit without penalty if the vendor consistently fails to meet SLAs? Define "consistent" (e.g., 3 months in a row).
• Cure periodHow long does the vendor have to fix problems before you can terminate? 30 days is reasonable; 90 days is too long.
• Data portabilityYou own your data. Confirm you can export all data (configurations, logs, reports) at contract end in a usable format.
• Transition assistanceWill the vendor help with transition to a new provider? For how long? At what cost?