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1. Parties: Identification of the contracting parties with full legal names and registered addresses
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. Scope of Supply: Detailed description of goods/services to be supplied
5. Ordering Process: Procedures for placing and accepting orders
6. Delivery Terms: Delivery obligations, timeframes, and Incoterms (if applicable)
7. Quality Requirements: Quality standards, specifications, and compliance requirements
8. Prices and Payment: Pricing structure, payment terms, invoicing procedures
9. Term and Termination: Duration of agreement and termination provisions
10. Warranties: Supplier warranties regarding goods/services
11. Liability and Indemnification: Allocation of risks and liability limitations
12. Force Majeure: Circumstances excusing performance
13. Confidentiality: Protection of confidential information
14. Governing Law and Jurisdiction: Dutch law as governing law and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including assignment, severability, and entire agreement
1. Intellectual Property Rights: Required when IP rights are created, licensed, or transferred
2. Data Protection: Required when personal data processing is involved
3. Insurance: Required for high-value or high-risk supplies
4. Compliance with Laws: Detailed compliance obligations for regulated industries
5. Environmental Requirements: Required for supplies with environmental impact
6. Business Continuity: Required for critical suppliers
7. Security Requirements: Required when supplier has access to systems or facilities
8. Anti-Corruption: Required for international supplies or public sector contracts
9. Audit Rights: Required for quality-critical or regulated supplies
10. Service Levels: Required for service contracts with performance metrics
1. Schedule 1 - Specifications: Detailed technical specifications of goods/services
2. Schedule 2 - Pricing Schedule: Detailed pricing, including any volume discounts or price adjustment mechanisms
3. Schedule 3 - Service Levels: Detailed service level requirements and KPIs
4. Schedule 4 - Order Form Template: Standard form for placing orders
5. Schedule 5 - Quality Requirements: Detailed quality standards and testing procedures
6. Schedule 6 - Contact Details: Key contacts and escalation procedures
7. Schedule 7 - Data Processing Agreement: Required GDPR compliance terms if personal data is processed
8. Schedule 8 - Business Continuity Plan: Disaster recovery and business continuity procedures
9. Appendix A - Approved Subcontractors: List of approved subcontractors if applicable
10. Appendix B - Security Requirements: Detailed security protocols and requirements
Affiliate
Applicable Law
Business Day
Confidential Information
Customer
Customer Materials
Defect
Deliverables
Delivery Location
Delivery Date
Force Majeure Event
Good Industry Practice
Goods
Intellectual Property Rights
Order
Order Confirmation
Parties
Personal Data
Price
Purchase Order
Quality Standards
Representatives
Services
Service Levels
Specifications
Supplier
Supplier Personnel
Supply
Term
Territory
Third Party
Working Hours
Warranty Period
Background IP
Foreground IP
Acceptance Criteria
Change Order
Compliance Requirements
Documentation
Emergency Order
Incoterms
Key Performance Indicators
Material Breach
Payment Terms
Quality Management System
Regulatory Requirements
Standard Operating Procedures
Subcontractor
Technical Requirements
VAT
Scope of Supply
Ordering Process
Delivery
Price and Payment
Quality Requirements
Performance Standards
Warranties
Liability and Indemnification
Insurance
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Term and Termination
Compliance with Laws
Anti-Corruption
Environmental Requirements
Health and Safety
Audit Rights
Record Keeping
Business Continuity
Security Requirements
Subcontracting
Assignment and Transfer
Change Control
Dispute Resolution
Governing Law and Jurisdiction
Notices
Severability
Entire Agreement
Amendments
Third Party Rights
Waiver
Relationship of Parties
Competition Law Compliance
Export Control
Product Liability
Recall Procedures
Service Levels
Acceptance Testing
Personnel
Training Requirements
Reporting Requirements
Manufacturing
Technology
Retail
Wholesale
Automotive
Electronics
Food and Beverage
Pharmaceuticals
Construction
Information Technology
Professional Services
Logistics
Healthcare
Energy
Telecommunications
Procurement
Legal
Supply Chain
Operations
Finance
Compliance
Quality Assurance
Risk Management
Commercial
Vendor Management
Contract Administration
Business Development
Procurement Manager
Supply Chain Director
Commercial Director
Legal Counsel
Contract Manager
Chief Operating Officer
Purchasing Manager
Vendor Relations Manager
Operations Director
Quality Assurance Manager
Risk Manager
Compliance Officer
Chief Financial Officer
Business Development Manager
Category Manager
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