Supply of goods agreement Template for Netherlands

A Supply of goods agreement sets out the terms between a seller who regularly provides products and a buyer who needs them. Under Dutch contract law, this binding document covers crucial details like product specifications, delivery schedules, pricing, and payment terms.

Beyond the basic sale terms, these agreements typically include quality standards, warranty provisions, and liability arrangements that protect both parties. Dutch businesses often use them for ongoing commercial relationships, especially when dealing with regular bulk orders or recurring deliveries. The agreement must align with both the Dutch Civil Code and EU consumer protection rules when selling to end-users.

A Supply of goods agreement becomes essential when you're planning regular product deliveries to customers or receiving recurring shipments from suppliers. This is particularly important for Dutch businesses dealing with consistent orders of raw materials, inventory items, or finished products where reliability and clear terms matter.

Use this agreement when setting up long-term supply relationships, especially if you need specific quality standards, delivery schedules, or payment terms. It's vital for manufacturing companies, retailers, and wholesalers operating under Dutch commercial law. Having this agreement in place protects both parties and prevents misunderstandings about responsibilities, pricing changes, and product specifications.

• Standard Supply Agreement: Covers basic terms for regular product deliveries, including quality standards, pricing, and delivery schedules
• Framework Supply Agreement: Creates an umbrella structure for multiple future orders, setting general terms while allowing flexibility on quantities
• Exclusive Supply Agreement: Establishes sole supplier relationships with territorial restrictions under Dutch competition law
• Distribution Supply Agreement: Combines supply terms with distribution rights, often used for retail chains
• Industry-Specific Supply Agreements: Tailored versions for sectors like food, pharmaceuticals, or technology, incorporating relevant regulatory requirements

• Manufacturers and Suppliers: Companies that produce or source goods, responsible for meeting quality standards and delivery commitments
• Business Buyers: Organizations purchasing goods regularly for their operations, from retailers to manufacturers
• Legal Counsel: In-house or external lawyers who draft and review Supply of goods agreements to ensure Dutch law compliance
• Procurement Officers: Company representatives who negotiate terms and manage supplier relationships
• Quality Control Managers: Staff responsible for ensuring delivered goods meet agreed specifications

• Product Details: List exact specifications, quantities, quality standards, and packaging requirements
• Delivery Terms: Define delivery schedules, locations, transport responsibilities, and handling procedures
• Pricing Structure: Document base prices, volume discounts, payment terms, and currency details
• Company Information: Gather legal names, registration numbers, and authorized signatories for both parties
• Performance Metrics: Establish quality control measures, acceptance criteria, and reporting requirements
• Risk Management: Outline liability limits, warranty terms, and dispute resolution procedures under Dutch law

• Party Identification: Complete legal names, addresses, and registration numbers of supplier and buyer
• Product Description: Detailed specifications, quantities, and quality standards as per Dutch Civil Code
• Commercial Terms: Pricing, payment conditions, delivery schedules, and Incoterms
• Duration & Termination: Contract period, renewal options, and termination procedures
• Liability & Warranties: Product guarantees, damage compensation, and force majeure provisions
• Dispute Resolution: Choice of Dutch law, jurisdiction, and conflict resolution methods
• Signatures: Authorized signatory details and execution requirements

A Supply of goods agreement often gets confused with a Supply of services agreement, but they serve distinctly different purposes under Dutch law. While both involve commercial relationships, their core focus and legal requirements differ significantly.

• Subject Matter: Supply of goods deals with tangible products and their specifications, while services agreements cover intangible deliverables and performance standards
• Transfer of Ownership: Goods agreements include transfer of property rights and warranty terms for physical items; service agreements focus on performance obligations and service levels
• Quality Assessment: Product agreements specify measurable quality standards and inspection rights, whereas service agreements typically outline performance metrics and satisfaction criteria
• Legal Framework: Goods agreements fall under Dutch sales law and EU consumer protection rules, while service agreements are governed by contract law with different liability considerations