Order Form

What is an order form?

An order form is the document that records one specific purchase from a vendor. It lists what you are buying, how many seats or units, the price, the start date and the length of the term.

It works together with a master service agreement (MSA) or the vendor's online terms of service. The order form covers the deal. The main agreement covers the general rules, such as liability, data protection and termination.

Order forms are not always paper. HubSpot defines an order as its approved form "or online subscription process" (HubSpot Customer Terms), and Salesforce's definition also includes an "online order" (Salesforce MSA, section 1). So the checkout screen on a self-serve plan can play the same role.

What it looks like in a vendor's terms

A typical clause reads like this:

Each Order Form sets out the Services, quantities, fees and Subscription Term. Quantities purchased cannot be reduced during the Subscription Term. Subscriptions renew for successive one-year terms unless either party gives notice of non-renewal at least 30 days before the end of the current term. If an Order Form conflicts with the Agreement, the Order Form controls.

• "Services, quantities, fees and Subscription Term": the commercial deal, specific to you.
• "Cannot be reduced": you can add seats, but you cannot drop them until renewal.
• "Renew for successive one-year terms": an auto-renewal clause. Miss the notice window and you are committed for another year.
• "The Order Form controls": an order of precedence rule. Terms you negotiate in the order form beat the general agreement.

Salesforce's MSA says purchased quantities "cannot be decreased during the relevant subscription term" and that the Order Form ranks first in a conflict (sections 5.1 and 12.3).

A real change we caught

Venpo flagged a change in which Mural's renewals can now go up 5% a year instead of 3%. Changes like this are a good reason to write your own renewal cap into the order form.

Why it matters to you

The order form is the part of the contract you can most easily negotiate. It is also the part that wins in a conflict, at least in agreements like Salesforce's and HubSpot's. HubSpot's terms say the order controls, but only as to that order (section 12.15).

• Renewal price. HubSpot's terms let it raise fees at renewal up to its then-current list price, with at least 30 days' notice (section 3.2). A cap written into your order form is your main protection against a renewal price increase.
• Seat count. HubSpot does not allow downgrades during the current term (section 2.5). If you buy 50 seats and later need 30, you may still pay for 50 until renewal.
• Cancellation. Salesforce subscriptions renew for one-year terms unless notice is given at least 30 days before the term ends, unless an order form says otherwise (section 11.2).
• Budget. Salesforce's MSA states that payment obligations are non-cancelable and fees paid are non-refundable, unless the agreement or an order form says otherwise (section 5.1).

What to check

• Check the term length, start date and end date. Put the renewal notice deadline in your calendar the day you sign.
• Ask for a renewal price cap in the order form, as a fixed percentage, instead of relying on "then-current list price."
• Confirm whether you can reduce seats or usage during the term, and if not, ask for a mid-term reduction right or a smaller starting commitment.
• Compare every special promise from the sales call (discounts, extra features, support levels) with what the order form actually says. If it is not written down, it is not in the deal.
• Read the order of precedence clause in the main agreement to confirm the order form wins on pricing and term.
• Look for terms "referenced" on the order form, such as online policies or product terms, and save copies.

How Venpo helps

Your order form stays fixed, but the online terms it sits on can change. Venpo watches each vendor's public terms and billing pages and emails you a plain-English alert when something changes, such as a new renewal increase rule. The Fine Print Scan also answers one direct question for each vendor: can it raise your price?