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1. Parties: Identification and details of the contracting parties, including their legal names, addresses, and registration information
2. Background: Context of the agreement and the business relationship between the parties
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Scope of Agreement: Overview of the master agreement's coverage and general framework for purchase transactions
5. Ordering Process: Procedures for submitting, accepting, and processing purchase orders
6. Pricing and Payment Terms: General pricing principles, payment terms, invoicing requirements, and payment methods
7. Delivery and Acceptance: Terms regarding delivery, inspection, acceptance criteria, and rejection procedures
8. Quality Requirements: Quality standards, specifications, and quality assurance processes
9. Warranties and Representations: Standard warranties regarding products/services, authority to contract, and compliance with laws
10. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
11. Confidentiality: Protection of confidential information exchanged between parties
12. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
13. Force Majeure: Provisions for handling events beyond parties' reasonable control
14. Governing Law and Dispute Resolution: Choice of Philippine law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Intellectual Property Rights: Include when the purchase involves software, technology, or branded products
2. Data Protection: Required when personal data processing is involved in the transaction
3. Insurance Requirements: Include for high-value goods or where specific risks need to be covered
4. Compliance with Anti-Corruption Laws: Important for international transactions or government-related purchases
5. Environmental Compliance: Relevant for goods with environmental impact or hazardous materials
6. Import/Export Compliance: Include for international transactions requiring customs clearance
7. Service Levels: Required when the agreement includes service components
8. Business Continuity: Important for critical supply relationships
9. Subcontracting Rights: Include when supplier may need to subcontract certain obligations
1. Schedule A - Product/Service Specifications: Detailed technical specifications of products or services covered
2. Schedule B - Pricing Schedule: Detailed pricing information, including any volume discounts or pricing mechanisms
3. Schedule C - Service Levels and KPIs: Specific performance metrics and service level requirements
4. Schedule D - Order Form Template: Standard form for submitting purchase orders under the agreement
5. Schedule E - Technical Requirements: Detailed technical standards and requirements for products/services
6. Schedule F - Authorized Representatives: List of personnel authorized to submit/approve orders
7. Appendix 1 - Quality Control Procedures: Detailed quality control and testing procedures
8. Appendix 2 - Reporting Requirements: Templates and procedures for required reporting
9. Appendix 3 - Business Continuity Plan: Procedures for maintaining business continuity
Affiliate
Agreement
Applicable Law
Background IP
Business Day
Confidential Information
Contract Price
Defect
Delivery Date
Delivery Location
Delivery Terms
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Goods
Intellectual Property Rights
Invoice
Lead Time
Material Adverse Effect
Minimum Order Quantity
Order
Order Confirmation
Party/Parties
Payment Terms
Personnel
PHP
Price List
Product Specifications
Purchase Order
Quality Standards
Rejection Notice
Related Parties
Services
Specifications
Subsidiary
Supplier Personnel
Term
Territory
Third Party
VAT
Warranty Period
Working Hours
Definitions
Term and Duration
Purchase Orders
Order Process
Pricing and Payment
Delivery
Title and Risk
Quality Assurance
Acceptance and Rejection
Warranties
Representations
Compliance with Laws
Performance Standards
Documentation
Intellectual Property
Confidentiality
Data Protection
Liability
Indemnification
Insurance
Force Majeure
Termination
Consequences of Termination
Assignment and Subcontracting
Change Control
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Amendments
Third Party Rights
Relationship of Parties
Anti-Corruption
Export Controls
Business Continuity
Environmental Compliance
Audit Rights
Boilerplate Clauses
Manufacturing
Technology
Retail
Telecommunications
Healthcare
Pharmaceutical
Automotive
Food and Beverage
Electronics
Construction
Energy
Consumer Goods
Industrial Equipment
Agriculture
Mining
Legal
Procurement
Finance
Operations
Supply Chain
Compliance
Risk Management
Commercial
Vendor Management
Strategic Sourcing
Contract Administration
Procurement Manager
Supply Chain Director
Legal Counsel
Commercial Director
Chief Financial Officer
Purchasing Officer
Contracts Manager
Vendor Relations Manager
Operations Director
Compliance Officer
Risk Manager
Business Development Manager
Category Manager
Strategic Sourcing Manager
Chief Operating Officer
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