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1. Parties: Identification of the contracting parties including registered addresses and company details
2. Background: Context of the agreement and business relationship between the parties
3. Definitions and Interpretation: Defined terms used throughout the agreement and rules of interpretation
4. Scope of Agreement: Framework terms governing the sale and purchase relationship
5. Ordering Process: Procedures for placing and accepting orders under the agreement
6. Delivery and Acceptance: Terms governing delivery, inspection, and acceptance of goods
7. Pricing and Payment: Price determination, invoicing, and payment terms
8. Title and Risk: Transfer of ownership and risk in the goods
9. Warranties and Quality: Product quality standards and warranty terms
10. Liability and Indemnification: Allocation of risks and liability between parties
11. Term and Termination: Duration of agreement and termination rights
12. Confidentiality: Protection of confidential information exchanged between parties
13. Force Majeure: Handling of events beyond parties' reasonable control
14. Governing Law and Jurisdiction: Choice of Irish law and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Intellectual Property Rights: Required when dealing with branded products or licensed goods
2. Data Protection: Include when personal data processing is involved in the sales relationship
3. Compliance with Laws: Detailed compliance obligations when dealing with regulated products or markets
4. Insurance: Specific insurance requirements for high-value or high-risk products
5. Service Level Agreement: Include for products requiring ongoing support or maintenance
6. Export Control: Required for international sales or restricted products
7. Sustainability Requirements: Include when environmental or social responsibility commitments are important
8. Business Continuity: Important for critical supply relationships
9. Anti-Corruption and Ethics: Include for international trade or public sector sales
10. Change Control: Required when frequent updates to specifications or terms are expected
1. Schedule 1 - Products and Pricing: List of products covered and associated pricing structure
2. Schedule 2 - Service Levels: Detailed performance metrics and service standards
3. Schedule 3 - Technical Specifications: Detailed product specifications and requirements
4. Schedule 4 - Order Form Template: Standard form for placing orders under the agreement
5. Schedule 5 - Key Contacts: List of key personnel and their roles
6. Schedule 6 - Territories: Geographical areas covered by the agreement
7. Schedule 7 - Quality Standards: Specific quality requirements and testing procedures
8. Schedule 8 - Returns Policy: Procedures for handling product returns and rejections
9. Appendix A - Data Processing Terms: GDPR-compliant data processing terms if applicable
10. Appendix B - Business Continuity Requirements: Detailed business continuity and disaster recovery procedures
Affiliate
Agreement
Applicable Law
Business Day
Commencement Date
Confidential Information
Contract Price
Delivery Date
Delivery Location
Delivery Terms
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Goods
Intellectual Property Rights
Invoice
Key Personnel
Losses
Notice
Order
Order Confirmation
Parent Company
Party/Parties
Payment Terms
Personnel
Price List
Products
Purchase Order
Quality Standards
Rejection Notice
Related Parties
Representatives
Rules
Sales Tax
Schedules
Services
Specifications
Subsidiary
Supply Chain
Term
Territory
Third Party
VAT
Warranty Period
Working Hours
Scope of Agreement
Term and Duration
Ordering Process
Pricing
Payment Terms
Delivery
Title and Risk
Quality Requirements
Acceptance and Rejection
Warranties
Indemnification
Limitation of Liability
Force Majeure
Confidentiality
Data Protection
Intellectual Property
Insurance
Compliance with Laws
Anti-Corruption
Export Control
Record Keeping
Audit Rights
Termination
Effect of Termination
Assignment and Subcontracting
Change Control
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Third Party Rights
Waiver
Variation
Relationship of Parties
Announcements
Counterparts
Survival
Further Assurance
Manufacturing
Technology
Retail
Wholesale Distribution
Pharmaceuticals
Electronics
Industrial Equipment
Consumer Goods
Automotive
Food and Beverage
Chemicals
Construction Materials
Medical Devices
Telecommunications
Software
Legal
Procurement
Sales
Commercial
Operations
Supply Chain
Finance
Compliance
Risk Management
Business Development
Account Management
Vendor Management
Legal Counsel
Commercial Director
Procurement Manager
Sales Director
Contract Manager
Business Development Manager
Supply Chain Manager
Operations Director
Chief Commercial Officer
Vendor Manager
Account Manager
Compliance Officer
Risk Manager
Category Manager
Strategic Sourcing Manager
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