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1. Parties: Identification of supplier and purchaser with full legal names and details
2. Background: Context of the agreement and commercial relationship between the parties
3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation
4. Supply of Materials: Core obligations regarding the supply of materials, including specifications and standards
5. Ordering Process: Procedures for placing and accepting orders, lead times, and order modifications
6. Price and Payment: Pricing structure, payment terms, invoicing requirements, and GST provisions
7. Delivery and Risk: Delivery terms, transfer of risk, acceptance procedures, and transport responsibilities
8. Quality and Inspection: Quality standards, inspection rights, acceptance testing, and rejection procedures
9. Warranties: Supplier warranties regarding materials, quality, and compliance with specifications
10. Term and Termination: Duration of agreement, renewal provisions, and termination rights
11. Liability and Insurance: Limitation of liability, indemnities, and insurance requirements
12. General Provisions: Standard legal provisions including governing law, notices, and assignment
1. Minimum Purchase Commitments: Used when there are agreed minimum purchase volumes or spend requirements
2. Exclusivity: Include when supplier is granted exclusive rights or customer commits to exclusive purchasing
3. Storage and Warehousing: Required when materials need specific storage conditions or supplier provides warehousing
4. Intellectual Property: Include when materials involve patents, trademarks, or other IP rights
5. Environment and Sustainability: Used when there are specific environmental compliance or sustainability requirements
6. Force Majeure: Include specific force majeure provisions for supply chain disruptions
7. Change Control: Include when specifications or requirements may need formal change processes
8. Security of Supply: Used for critical materials requiring backup supply arrangements
1. Schedule 1 - Material Specifications: Detailed technical specifications and quality standards for materials
2. Schedule 2 - Pricing Schedule: Detailed pricing, including volume discounts and price review mechanisms
3. Schedule 3 - Service Levels: Performance metrics, including delivery times and quality standards
4. Schedule 4 - Ordering Procedure: Detailed process for ordering, including forms and systems to be used
5. Schedule 5 - Key Contacts: Contact details for key personnel from both parties
6. Schedule 6 - Testing and Acceptance Procedures: Detailed procedures for testing and accepting materials
7. Appendix A - Form of Purchase Order: Standard form purchase order template
8. Appendix B - Quality Control Documents: Required quality control documentation and certificates
Affiliate
Agreement
Background IP
Business Day
Commencement Date
Confidential Information
Contract Price
Defect
Delivery Date
Delivery Location
Delivery Schedule
Force Majeure Event
GST
Intellectual Property Rights
Key Personnel
Laws
Loss
Material Specification
Materials
Minimum Order Quantity
Order
Purchase Order
Quality Standards
Related Company
Representatives
Service Levels
Specification
Supplier Personnel
Supply Schedule
Term
Testing Procedures
Variation
Warranty Period
Working Hours
Ordering Process
Price and Payment
Delivery
Quality Control
Acceptance Testing
Warranties
Title and Risk
Insurance
Liability
Indemnification
Force Majeure
Confidentiality
Intellectual Property
Term and Termination
Assignment
Subcontracting
Dispute Resolution
Governing Law
Notices
Health and Safety
Compliance with Laws
Record Keeping
Audit Rights
Change Control
Storage and Handling
Performance Standards
Security of Supply
Business Continuity
Environmental Compliance
Anti-Corruption
Entire Agreement
Variation
Waiver
Severability
Manufacturing
Construction
Mining
Chemical Production
Industrial Processing
Automotive
Aerospace
Electronics Manufacturing
Building Materials
Pharmaceuticals
Food and Beverage
Textiles
Energy
Infrastructure
Procurement
Supply Chain
Legal
Operations
Quality Control
Production
Risk Management
Compliance
Finance
Logistics
Procurement Manager
Supply Chain Director
Commercial Manager
Contract Manager
Operations Manager
Quality Control Manager
Production Manager
Legal Counsel
Risk Manager
Chief Operating Officer
Purchasing Officer
Materials Manager
Logistics Manager
Compliance Officer
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