When Taunya Painter worked as a senior corporate counsel for Wal-Mart (WMT), she noticed that many of the small suppliers that wanted contracts with the world's biggest retailer, known for pressuring suppliers to cut prices, hadn't done all their homework. Few fully understood what they would be signing and few took advantage of Wal-Mart's supplier development team, a free resource designed to help less-experienced suppliers forge enduring relationships with managers and buyers. (Other large retailers, including Home Depot (HD), Best Buy (BBY), and Ace Hardware have in-house teams meant to serve similar purposes.) Painter, who worked for the mega-retailer from 2002 to 2007, says more of the entrepreneurs she dealt with might have managed to secure and renew contracts if they had familiarized themselves with these two pieces of the supplier-retailer puzzle.
While there are more pieces to the puzzle, by taking the time at first to understand what the contract entails, a potential supplier can determine whether or not it even makes sense to try to become one of Wal-Mart's 57,000 U.S. suppliers. The contract, commonly known as the vendor agreement, outlines the mechanics of how the supplier and retailer will work together. The agreement generally addresses sales and delivery timeframe, arbitration, and termination rights, and liability. As a rule, Wal-Mart uses a non-negotiable boilerplate. Charley Moore, CEO and founder of legal service RocketLawyer.com, says this means potential suppliers can study similar contracts online before meeting with the buyer.
Wal-Mart generally starts out smaller suppliers in a local market, delivering goods to up to 50 stores, as a test run. If the supplier provides a high-selling product and proves reliable, it might be considered for national distribution. Bruce Zutler, CEO and co-founder of MCI Products Group, a New York-based company that specializes in new product development and overseas sourcing, recommends small suppliers think of the test-run as the time to prove they are capable. "If you have a good product and you strengthen their sales, then the buyer will stay with you," says Zutler.
Broad Customer Base a Must
But suppliers should know that Wal-Mart will only work with suppliers that can prove three-quarters of their business comes from entities other than Wal-Mart, per Wal-Mart policy. After proving that, the key to impressing a buyer is to show understanding of the potential market, says Theresa Barrera, vice-president of supplier diversity for Wal-Mart. "What sets some of these smaller suppliers apart is being innovative and knowing what sells in their regions."
It is also up to suppliers to understand the impact of national trends on Wal-Mart and be prepared to adapt, says Excell La Fayette, director of supplier development. He, too, urges suppliers to do their research before they call. "A lot of people think Wal-Mart is kind of a free-for-all; that if they come in we'll buy anything."Fair Oaks Farms cooks, packages, and ships the meat for Wal-Mart's Great Value brand breakfast sausage to more than 50 stores in different regions across the country. Michael Thompson, president and CEO of the Pleasant Prairie(Wis.)-based company, says the key to landing a deal and getting the contract renewed over the companies' ongoing five-year relationship was conveying an understanding of growth opportunities and explaining what his 300-person company could do to meet Wal-Mart's needs. Beyond that, he says it is important for hopeful suppliers to remain persistent, be patient, and bring their "A-game" to the meeting with the buyer.
Liable for Chargebacks
Of course, even if a supplier does manage to convince Wal-Mart to sign a supplier agreement, it almost never obligates the retailer to buy anything. "I tell people not to pop the cork when the contract is signed, but pop it when the purchase order comes in," says Painter, who now runs her own law firm in Texas, specializing in domestic and international business litigation. Wal-Mart says its payment cycles vary by category, but that most suppliers are paid within 30 to 45 days.
And suppliers looking to sign should also know that even if everything is done right, the state of the economy could derail chances that the relationship is profitable, at least in the short term. Nina Kaufman, a business attorney in New York who posts frequently on her blog, AskTheBusinessLawyer.com, says suppliers should be aware of how large retailers like Wal-Mart manage low sales that result in surplus inventory. Those designated "guaranteed suppliers" guarantee that their product will sell. If they don't, a provision in the contract makes them liable for chargebacks.
Ultimately, understanding all aspects of the supply chain is key to landing—and renewing—a deal with Wal-Mart. Painter says getting an experienced supplier to serve as a mentor can also be invaluable. "I always suggest tapping into resources the retailer has other than the buyer," says Painter "It's important to know who are your allies in the organization."