Long Term Supply Contract Template for England and Wales

A comprehensive legal agreement governed by English and Welsh law, designed to establish and regulate an ongoing supply relationship between parties. It sets out detailed terms for regular supply of goods or services, including quality standards, delivery requirements, pricing mechanisms, and performance obligations. The agreement typically includes provisions for volume commitments, price adjustment mechanisms, and long-term relationship management.

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What is a Long Term Supply Contract?

Long Term Supply Contracts are essential for businesses requiring consistent supply arrangements over extended periods. These agreements, governed by English and Welsh law, provide comprehensive frameworks for managing supply relationships, including detailed provisions for pricing, quality, delivery, and risk allocation. They are particularly valuable when parties need to establish stable, predictable supply chains with clear commercial terms and operational requirements. The contract type is commonly used in manufacturing, retail, and other sectors requiring regular, reliable supply arrangements.

What sections should be included in a Long Term Supply Contract?

1. Parties: Identification and details of contracting parties including registered addresses and company numbers

2. Background: Context and commercial purpose of the agreement, including any relevant history of dealings

3. Definitions: Defined terms used throughout the agreement, including technical and commercial terminology

4. Supply Obligations: Core supply commitments, quantities, specifications and delivery requirements

5. Price and Payment: Pricing structure, payment terms, invoicing requirements and price adjustment mechanisms

6. Delivery: Delivery terms, timing, logistics, transfer of risk and title

7. Quality Requirements: Product/service specifications, quality standards, testing procedures and acceptance criteria

8. Term and Termination: Duration of agreement, renewal provisions, termination rights and consequences of termination

9. Liability and Indemnities: Risk allocation between parties, limitation of liability and indemnification obligations

10. Force Majeure: Events outside parties' control and their consequences on performance obligations

11. Confidentiality: Protection of confidential information and trade secrets

12. Governing Law and Jurisdiction: Law governing the agreement and courts having jurisdiction over disputes

What sections are optional to include in a Long Term Supply Contract?

1. Minimum Purchase Commitments: Used when buyer commits to minimum volumes or value of purchases over specified periods

2. Change Control: Process for varying specifications, requirements or other terms during the contract term

3. Business Continuity: Disaster recovery and business continuity provisions for critical supply relationships

4. Compliance with Laws: Specific obligations regarding regulatory compliance, permits and licenses

5. Insurance: Insurance requirements and obligations for both parties

6. Data Protection: Obligations regarding personal data processing where relevant to the supply relationship

What schedules should be included in a Long Term Supply Contract?

1. Product Specifications: Detailed technical specifications of products or services to be supplied

2. Pricing Schedule: Detailed pricing structure, mechanisms for price adjustments and any volume discounts

3. Service Levels: Performance metrics, measurement methodology and reporting requirements

4. Key Performance Indicators: Performance targets and related incentives/penalties for meeting/missing targets

5. Form of Purchase Order: Standard form for ordering under the agreement including minimum required information

6. Quality Control Procedures: Detailed procedures for quality control, testing and acceptance of supplies

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

England and Wales

Publisher

Genie AI

Document Type

Supplier Agreement

Cost

Free to use

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