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Contract For Supply Of Goods And Services
"I need a Contract for Supply of Goods and Services for my technology company to provide hardware equipment and ongoing maintenance services to healthcare facilities in Manila, with specific provisions for emergency response times and compliance with medical device regulations."
1. Parties: Identification of the supplier and customer, including their complete legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between parties, and general purpose of the contract
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Supply of Goods: Details of the goods to be supplied, including quantity, quality standards, and delivery requirements
5. Provision of Services: Scope of services, service levels, performance standards, and delivery timeframes
6. Price and Payment: Pricing structure, payment terms, invoicing procedures, and VAT considerations
7. Delivery and Acceptance: Delivery procedures, acceptance testing, and criteria for both goods and services
8. Title and Risk: Transfer of ownership and risk in goods, and risk allocation for services
9. Warranties and Quality: Warranties for goods and services, quality assurance, and compliance with Philippine standards
10. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
11. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements
12. Force Majeure: Events excusing performance and procedures for handling force majeure situations
13. Confidentiality: Protection of confidential information and trade secrets
14. Governing Law and Dispute Resolution: Application of Philippine law and dispute resolution procedures
15. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement
1. Intellectual Property Rights: Include when the services involve creation of intellectual property or when IP licenses are needed
2. Data Protection: Include when personal data processing is involved in the provision of goods or services
3. Regulatory Compliance: Include when goods or services are subject to specific regulatory requirements
4. Change Control: Include for complex or long-term arrangements where changes to specifications or scope are likely
5. Business Continuity: Include when continuous supply is critical to the customer's operations
6. Environmental Compliance: Include when environmental regulations affect the supply of goods or provision of services
7. Anti-Corruption: Include when dealing with government entities or high-value contracts
8. Import/Export: Include when goods are imported or exported across borders
1. Schedule 1 - Goods Specification: Detailed technical specifications of the goods to be supplied
2. Schedule 2 - Services Specification: Detailed scope of services and performance requirements
3. Schedule 3 - Pricing and Payment Schedule: Detailed pricing breakdown, payment milestones, and rates
4. Schedule 4 - Service Levels: Specific service level agreements, KPIs, and measurement criteria
5. Schedule 5 - Delivery Schedule: Detailed delivery timelines and milestones for goods and services
6. Schedule 6 - Acceptance Testing Procedures: Procedures and criteria for acceptance testing of goods and services
7. Schedule 7 - Key Personnel: List of key personnel involved in service delivery and their roles
8. Appendix A - Form of Purchase Order: Standard form for ordering goods and services under the agreement
Authors
Affiliate
Agreement
Applicable Law
Business Day
Commencement Date
Confidential Information
Contract Price
Customer
Customer Materials
Defect
Delivery Location
Delivery Schedule
Effective Date
Force Majeure Event
Goods
Good Industry Practice
Intellectual Property Rights
Key Personnel
Loss
Material Breach
Payment Terms
Performance Standards
Purchase Order
Quality Standards
Representatives
Services
Service Levels
Service Location
Specifications
Supplier
Supplier Personnel
Term
Territory
Third Party
VAT
Warranty Period
Working Hours
Change Order
Acceptance Tests
Documentation
Emergency
Harmful Code
Implementation Schedule
Initial Term
Maintenance Services
Milestone
Non-Conformity
Personnel
Progress Report
Project Plan
Response Time
Service Credits
Site
Support Services
Technical Specifications
Training
Variation
Supplier Obligations
Customer Obligations
Supply of Goods
Delivery of Goods
Title and Risk
Quality Requirements
Provision of Services
Service Levels
Acceptance Testing
Price and Payment
Invoicing
Tax Compliance
Warranties
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Insurance
Liability and Indemnification
Term and Duration
Termination
Consequences of Termination
Change Control
Dispute Resolution
Governing Law
Assignment and Subcontracting
Notices
Audit Rights
Compliance with Laws
Anti-Corruption
Health and Safety
Environmental Compliance
Business Continuity
Record Keeping
Personnel and Key Personnel
Quality Assurance
Performance Monitoring
Reporting Requirements
Emergency Response
Export Control
Product Recall
Training and Support
Variation
Entire Agreement
Manufacturing
Technology
Retail
Professional Services
Construction
Healthcare
Telecommunications
Energy
Logistics
Industrial Services
Facilities Management
Information Technology
Legal
Procurement
Operations
Finance
Sales
Compliance
Supply Chain
Commercial
Risk Management
Contract Administration
Procurement Manager
Commercial Director
Supply Chain Manager
Legal Counsel
Operations Manager
Contract Manager
Chief Financial Officer
Sales Director
Business Development Manager
Compliance Officer
Project Manager
Vendor Manager
Chief Operating Officer
General Counsel
Purchasing Officer
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