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1. Parties: Identifies and provides full details of the customer and supplier, including registered addresses and company numbers
2. Background: Sets out the context of the agreement and brief description of what each party does
3. Definitions: Defines key terms used throughout the agreement
4. Supply Obligations: Details the supplier's core obligations regarding goods/services to be provided
5. Customer Obligations: Outlines the customer's responsibilities and obligations
6. Ordering Process: Describes how orders will be placed, accepted, and fulfilled
7. Quality Standards: Specifies the required quality standards and any applicable industry standards
8. Delivery Terms: Sets out delivery timeframes, locations, and responsibilities
9. Price and Payment: Details the pricing structure, payment terms, and invoicing process
10. Term and Termination: Specifies the duration of the agreement and termination rights
11. Warranties and Indemnities: Contains warranties provided by both parties and indemnification obligations
12. Limitation of Liability: Sets out the extent and limitations of each party's liability
13. Confidentiality: Protects confidential information exchanged between the parties
14. Force Majeure: Addresses circumstances beyond parties' control affecting performance
15. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction for disputes
16. General Provisions: Contains standard boilerplate clauses including notices, assignment, and entire agreement
1. Intellectual Property Rights: Include when the supply involves creation, licensing, or transfer of intellectual property
2. Data Protection: Include when personal data will be processed as part of the supply
3. Service Levels: Include for service contracts requiring specific performance metrics
4. Change Control: Include for long-term contracts where scope changes are likely
5. Insurance: Include when specific insurance requirements need to be maintained
6. Compliance with Laws: Include when specific regulatory compliance obligations need highlighting
7. Anti-Bribery and Corruption: Include for high-value contracts or when dealing with public sector
8. Business Continuity: Include when supply is critical to customer's operations
9. Environmental Requirements: Include when environmental standards or sustainability requirements apply
1. Schedule 1 - Goods/Services Specification: Detailed technical specifications of goods/services to be supplied
2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, rates, and any volume discounts
3. Schedule 3 - Service Levels: Detailed service level agreements including KPIs and measurement methods
4. Schedule 4 - Form of Purchase Order: Template purchase order form to be used for ordering
5. Schedule 5 - Key Personnel: Details of key staff involved in providing the goods/services
6. Schedule 6 - Locations: List of delivery locations or sites where services will be provided
7. Appendix A - Insurance Requirements: Detailed insurance requirements including types and levels of coverage
8. Appendix B - Policies and Procedures: Relevant operational policies and procedures to be followed
Affiliate
Agreement
Applicable Law
Business Day
Confidential Information
Contract Price
Customer
Customer Materials
Defect
Delivery
Delivery Location
Documentation
Effective Date
Force Majeure Event
Goods
Good Industry Practice
Hong Kong
Intellectual Property Rights
Key Personnel
Losses
Order
Payment Terms
Personal Data
Purchase Order
Quality Standards
Representatives
Services
Service Levels
Specifications
Supplier
Supplier Materials
Term
Territory
Third Party
Warranties
Working Hours
Ordering Process
Delivery
Title and Risk
Quality Requirements
Acceptance Testing
Price and Payment
Invoicing
Customer Obligations
Service Levels
Performance Standards
Key Personnel
Intellectual Property
Confidentiality
Data Protection
Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Term and Duration
Termination
Termination Consequences
Change Control
Audit Rights
Compliance with Laws
Anti-Corruption
Assignment and Subcontracting
Notices
Dispute Resolution
Governing Law
Entire Agreement
Variation
Severability
Third Party Rights
Waiver
Relationship of Parties
Announcements
Business Continuity
Health and Safety
Environmental Requirements
Manufacturing
Retail
Technology
Professional Services
Construction
Healthcare
Financial Services
Logistics
Consumer Goods
Telecommunications
Food and Beverage
Industrial Supply
Electronics
Automotive
Energy
Legal
Procurement
Commercial
Supply Chain
Operations
Finance
Sales
Compliance
Risk Management
Business Development
Vendor Management
Procurement Manager
Commercial Director
Legal Counsel
Supply Chain Manager
Contracts Manager
Business Development Manager
Operations Director
Chief Financial Officer
Purchasing Officer
Sales Director
Compliance Officer
Risk Manager
General Manager
Chief Operating Officer
Vendor Manager
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