Sales Contract Addendum Template for Philippines

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Key Requirements PROMPT example:

Sales Contract Addendum

"I need a Sales Contract Addendum to modify our existing agreement with ABC Manufacturing Corp dated January 15, 2025, specifically to update the product specifications and increase the unit price by 15% due to rising raw material costs."

Document background
A Sales Contract Addendum is a crucial document used when parties need to modify an existing sales agreement without creating an entirely new contract. In the Philippine legal context, this document must comply with the Civil Code of the Philippines, particularly Articles 1305-1422 on contracts and Article 1458-1637 on sales. The addendum is commonly used to update pricing, delivery terms, specifications, or other key provisions of the original sales contract. It requires proper execution under Philippine law, including appropriate signatures and, when necessary, notarization. This document type is particularly important in business relationships where circumstances have changed since the original contract was signed, requiring formal documentation of agreed modifications while preserving the foundational aspects of the original agreement.
Suggested Sections

1. Parties: Identification of all parties to the original sales contract and addendum, including their complete legal names and addresses

2. Background: Reference to the original sales contract including date, purpose, and reason for modification

3. Definitions: Key terms used in the addendum, especially new terms not defined in the original agreement

4. Amendments: Specific modifications to the original contract, clearly referencing the original sections being modified

5. Effect on Original Agreement: Statement confirming which original contract provisions remain in force and which are superseded

6. Integration: Confirmation that this addendum forms part of the original agreement

7. Governing Law: Reaffirmation of Philippine law as governing law and jurisdiction

8. Execution: Signature blocks for all parties and witness requirements under Philippine law

Optional Sections

1. Additional Consideration: Required when the modification involves changes to pricing or payment terms

2. Representations and Warranties: Include when new promises or guarantees are being made as part of the modification

3. Compliance with Laws: Include when modifications affect regulatory compliance requirements

4. Tax Provisions: Required when modifications affect tax implications or responsibilities

5. Force Majeure: Include when modifying or adding provisions related to unforeseen circumstances

6. Electronic Execution: Include when the addendum may be signed electronically under the E-Commerce Act

Suggested Schedules

1. Schedule A - Modified Pricing: Detailed breakdown of any price changes or new pricing structures

2. Schedule B - Revised Delivery Terms: Modified delivery schedules, locations, or methods

3. Schedule C - Amended Specifications: Updated product or service specifications

4. Appendix 1 - Supporting Documents: Any necessary supporting documentation referenced in the addendum

5. Appendix 2 - Regulatory Approvals: Copies of any required regulatory approvals for the modifications

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Manufacturing

Retail

Wholesale Trade

Information Technology

Construction

Agriculture

Consumer Goods

Industrial Equipment

Pharmaceuticals

Food and Beverage

Electronics

Automotive

Real Estate

Energy

Telecommunications

Relevant Teams

Legal

Sales

Procurement

Finance

Operations

Compliance

Business Development

Contract Administration

Supply Chain

Corporate Secretariat

Risk Management

Commercial Operations

Relevant Roles

Sales Director

Procurement Manager

Legal Counsel

Contract Administrator

Business Development Manager

Chief Financial Officer

Commercial Director

Operations Manager

Supply Chain Manager

Corporate Secretary

Compliance Officer

Account Executive

Sales Operations Manager

General Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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