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1. Parties: Identification and details of the contracting parties, including registered addresses and company registration numbers
2. Background: Context of the agreement, relationship between parties, and purpose of the framework arrangement
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Structure and Operation: Mechanics of how the framework agreement operates, including process for creating specific contracts
5. Duration and Term: Initial term, renewal provisions, and termination dates of the framework agreement
6. Ordering Process: Procedures for placing orders, accepting or rejecting orders, and documentation requirements
7. Prices and Payment: Pricing mechanism, payment terms, invoicing requirements, and price review provisions
8. Performance Standards: Required quality standards, service levels, and performance metrics
9. Obligations of the Parties: Key responsibilities and commitments of each party under the framework
10. Compliance and Regulations: Regulatory compliance requirements and applicable legal obligations
11. Confidentiality: Protection and handling of confidential information
12. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements
13. Termination: Grounds for termination, termination process, and consequences of termination
14. Dispute Resolution: Process for resolving disputes, including arbitration provisions
15. General Provisions: Standard boilerplate clauses including notices, amendments, entire agreement, etc.
1. Intellectual Property Rights: Include when framework involves creation, licensing, or use of intellectual property
2. Data Protection: Include when personal data processing is involved in the framework arrangement
3. Export Control: Include for international trade or cross-border services
4. Change Control: Include when framework requires formal process for changes to services/products
5. Force Majeure: Include when specific force majeure provisions beyond standard ones are needed
6. Anti-Corruption and Ethics: Include when dealing with government contracts or high-risk jurisdictions
7. Environmental Compliance: Include when environmental considerations are relevant to the framework
8. Step-In Rights: Include when critical services require continuity assurance
9. Parent Company Guarantee: Include when additional financial security is required
1. Schedule 1 - Scope of Services/Products: Detailed description of services or products covered under the framework
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, rates, and charging mechanisms
3. Schedule 3 - Service Levels: Specific performance metrics, KPIs, and service level requirements
4. Schedule 4 - Order Form Template: Standard form for placing orders under the framework
5. Schedule 5 - Technical Specifications: Detailed technical requirements and specifications
6. Schedule 6 - Key Personnel: Details of key staff members responsible for framework delivery
7. Schedule 7 - Governance and Reporting: Management structure, meeting schedules, and reporting requirements
8. Schedule 8 - Change Control Procedure: Detailed process for implementing changes to services/products
9. Appendix A - Contact Details: Contact information for key representatives from each party
10. Appendix B - Compliance Requirements: Specific regulatory and compliance obligations
Affiliate
Agreement
Applicable Law
Background IP
Business Day
Call-off Contract
Charges
Commencement Date
Confidential Information
Contract Year
Control
Customer
Deliverables
Delivery Location
Dispute
Effective Date
Force Majeure Event
Framework Period
Good Industry Practice
Goods
Group
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Minimum Volume
Notice
Order
Order Form
Parent Company
Party/Parties
Performance Standards
Personnel
Price List
Purchase Order
Quality Standards
Quarter
Related Agreements
Renewal Period
Representative
Schedule
Services
Service Credits
Service Levels
Specification
Supplier
Term
Territory
Third Party
Working Hours
Term and Duration
Framework Structure
Ordering Process
Pricing and Payment
Performance Standards
Delivery Terms
Quality Assurance
Service Levels
Warranties and Representations
Obligations of the Parties
Key Personnel
Intellectual Property Rights
Confidentiality
Data Protection
Force Majeure
Liability and Indemnification
Insurance
Compliance with Laws
Anti-Corruption
Competition Law Compliance
Change Control
Audit Rights
Record Keeping
Assignment and Subcontracting
Termination
Consequences of Termination
Dispute Resolution
Governing Law and Jurisdiction
Notices
Entire Agreement
Severability
Variation and Waiver
Third Party Rights
Relationship of Parties
Announcements and Publicity
Costs and Expenses
Further Assurance
Counterparts
Survival of Terms
Information Technology
Manufacturing
Retail
Telecommunications
Healthcare
Automotive
Construction
Professional Services
Energy
Financial Services
Logistics and Supply Chain
Consumer Goods
Legal
Procurement
Commercial
Operations
Supply Chain
Compliance
Risk Management
Finance
Business Development
Vendor Management
Chief Legal Officer
Legal Director
Commercial Director
Procurement Manager
Contract Manager
Business Development Manager
Supply Chain Manager
Operations Director
General Counsel
Legal Counsel
Compliance Officer
Risk Manager
Commercial Manager
Category Manager
Vendor Manager
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