A vendor agreement is a business contract in which a seller of goods or services agrees to sell specific goods or services to a business, and the business agrees to buy the specific goods or services. A vendor agreement should be in writing and include specific terms such as (1) a description of the products or services (the scope); (2) the price of the products or services; (3) payment terms; (4) the time period during which the products or services will be delivered; (5) the circumstances under which the parties may terminate the agreement; (6) designation of confidential information and the agreement to keep it confidential; (7) disclaimers of warranties; (8) indemnifications; and (9) the place and manner of resolving disputes related to the agreement.

In Ohio, a vendor agreement is a legally binding contract between a seller (vendor) and a business entity where the vendor agrees to provide goods or services and the business agrees to purchase them. Ohio law does not prescribe a specific format for vendor agreements, but it does require that contracts be made with mutual consent and for a lawful purpose. It is highly recommended that vendor agreements be in writing to ensure clarity and enforceability. The written agreement should detail the scope of products or services, pricing, payment terms, delivery timelines, termination conditions, confidentiality clauses, warranty disclaimers, indemnification provisions, and dispute resolution mechanisms. Ohio follows the Uniform Commercial Code (UCC) for transactions involving goods, which may influence terms related to the sale of goods. For services, common law contract principles apply. Dispute resolution can often be handled through negotiation, mediation, arbitration, or litigation, with the chosen method typically specified in the agreement. It's important for businesses to ensure that their vendor agreements comply with all relevant federal and state laws, including consumer protection, data privacy, and industry-specific regulations.