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1. Parties: Identifies the parties entering into the agreement, including full legal names and addresses
2. Background: Context of the commercial relationship and purpose of the discount arrangement
3. Definitions: Defines key terms used throughout the agreement, including types of discounts, calculation periods, etc.
4. Discount Structure: Details the types of discounts offered and qualification criteria
5. Calculation Method: Specifies how discounts will be calculated, including formulas and base amounts
6. Implementation Process: Describes how and when discounts will be applied to transactions
7. Payment and Settlement: Details the mechanism for applying discounts (immediate reduction, credit note, rebate, etc.)
8. Reporting Requirements: Specifies what reports must be provided and their frequency
9. Term and Termination: Duration of the agreement and circumstances for termination
10. General Terms: Standard contractual provisions including confidentiality, notices, and governing law
1. Volume Commitments: Used when discounts are tied to minimum purchase volumes or turnover targets
2. Marketing Requirements: Include when the discount program involves specific marketing or promotional obligations
3. Exclusivity Provisions: Required when discounts are tied to exclusive purchasing arrangements
4. Audit Rights: Important for complex discount structures where verification may be needed
5. Service Level Requirements: Include when discounts are linked to performance metrics or service levels
6. Compliance Requirements: Add when specific regulatory compliance obligations need to be addressed
7. Force Majeure: Optional clause for circumstances preventing discount implementation
1. Schedule 1 - Discount Rates: Detailed table of discount percentages, tiers, and applicable products/services
2. Schedule 2 - Product List: List of products or services covered by the discount agreement
3. Schedule 3 - Calculation Examples: Examples showing how different discount scenarios will be calculated
4. Schedule 4 - Reporting Format: Templates for required reports and documentation
5. Appendix A - Performance Metrics: Details of any performance-based criteria for discount qualification
6. Appendix B - Operating Procedures: Step-by-step procedures for implementing and claiming discounts
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