Contract To Supply Goods for Hong Kong

Contract To Supply Goods Template for Hong Kong

A comprehensive legal agreement governed by Hong Kong law that establishes the terms and conditions for the supply of goods between a supplier and buyer. This document incorporates key provisions required under Hong Kong's Sale of Goods Ordinance and related commercial legislation, setting out essential terms including pricing, delivery, quality standards, warranties, and risk allocation. It provides a robust framework for commercial transactions while ensuring compliance with Hong Kong's common law system and relevant statutory requirements, offering appropriate protections and remedies for both parties.

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What is a Contract To Supply Goods?

The Contract to Supply Goods is a fundamental commercial agreement used when one party agrees to supply goods to another on a recurring or one-off basis. This document is essential for businesses operating in Hong Kong's dynamic commercial environment, providing a legally robust framework that complies with Hong Kong law and commercial practices. It typically includes detailed provisions on ordering processes, specifications, quality standards, delivery terms, risk transfer, and payment conditions. The agreement is particularly important for protecting both parties' interests in cross-border trade, given Hong Kong's position as a major international trading hub. The document should be tailored to specific commercial requirements while ensuring compliance with Hong Kong's Sale of Goods Ordinance and related legislation.

What sections should be included in a Contract To Supply Goods?

1. Parties: Identification and details of the supplier and buyer, including registered addresses and company numbers

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Supply of Goods: Core obligation to supply goods, including quantity, quality standards, and compliance with specifications

5. Ordering Process: Procedures for placing and accepting orders, including minimum order quantities if applicable

6. Price and Payment: Pricing structure, payment terms, invoicing requirements, and payment method

7. Delivery: Delivery terms, timing, location, and passing of risk and title

8. Quality and Inspection: Quality standards, inspection rights, and procedures for accepting or rejecting goods

9. Warranties: Warranties regarding the goods' quality, fitness for purpose, and compliance with specifications

10. Term and Termination: Duration of the agreement and circumstances allowing termination

11. Liability and Indemnity: Limitation of liability and indemnification obligations

12. Force Majeure: Events excusing performance and procedures for handling force majeure situations

13. Confidentiality: Protection of confidential information exchanged during the business relationship

14. Governing Law and Jurisdiction: Hong Kong law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, amendment process, and entire agreement

What sections are optional to include in a Contract To Supply Goods?

1. International Shipping Terms: Include when goods are being imported/exported, specifying Incoterms and customs responsibilities

2. Intellectual Property: Include when the goods involve branded products or licensed intellectual property

3. Exclusivity: Include when the supplier is granted exclusive rights or territory

4. Insurance: Include when specific insurance requirements are needed beyond standard coverage

5. Compliance with Laws: Include when goods are regulated or require specific certifications

6. Storage and Handling: Include for goods requiring special storage conditions or handling procedures

7. Product Recall: Include for consumer goods or products where recall procedures are important

8. Marketing and Promotion: Include when parties need rights to use each other's brands for marketing

9. Data Protection: Include when personal data will be processed in connection with the supply

10. Environmental Compliance: Include when goods have environmental impact or sustainability requirements

What schedules should be included in a Contract To Supply Goods?

1. Schedule 1 - Goods Specification: Detailed technical specifications, drawings, or descriptions of the goods

2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts or price adjustment mechanisms

3. Schedule 3 - Service Levels: Performance metrics for delivery times, quality standards, and response times

4. Schedule 4 - Order Form Template: Standard form for placing orders under the agreement

5. Schedule 5 - Quality Control Procedures: Detailed procedures for quality testing and acceptance

6. Schedule 6 - Delivery Locations: List of approved delivery locations and any special delivery requirements

7. Schedule 7 - Key Contacts: Contact details for key personnel responsible for contract management

8. Appendix A - Compliance Certificates: Copies of required regulatory certificates or compliance documentation

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 | Serial Founder & Legal AI Author

Jurisdiction

Hong Kong

Publisher

Genie AI

Document Type

Transfer Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Retail

Wholesale

Electronics

Consumer Goods

Industrial Equipment

Food and Beverage

Pharmaceuticals

Automotive

Textiles

Construction Materials

Chemical Products

Medical Supplies

Technology Hardware

Agricultural Products

Relevant Teams

Legal

Procurement

Supply Chain

Operations

Finance

Commercial

Quality Assurance

Logistics

Risk Management

Compliance

Sales

Business Development

Relevant Roles

Procurement Manager

Supply Chain Director

Commercial Director

Legal Counsel

Contract Manager

Operations Manager

Chief Operating Officer

Purchasing Officer

Supply Chain Analyst

Quality Assurance Manager

Logistics Manager

Category Manager

Vendor Manager

General Counsel

Chief Financial Officer

Sales Director

Business Development Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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