The Goods Supply Agreement serves as a foundational document for commercial relationships in Saudi Arabia, establishing the framework for the regular supply of goods between businesses. This agreement is essential when parties intend to enter into an ongoing supply relationship rather than conducting one-off purchases. It requires careful consideration of Saudi Arabian commercial law, Sharia principles, and specific regulations such as SASO standards and customs requirements. The document is particularly important given Saudi Arabia's position as a major commercial hub in the Middle East and its distinct legal system that combines modern commercial law with Islamic principles. The agreement typically includes detailed provisions on ordering procedures, quality standards, delivery terms, payment mechanisms, and dispute resolution, while ensuring compliance with local regulatory requirements and business practices.
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1. Parties: Identification of the supplier and purchaser with full legal names and 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. Supply Obligations: Core obligations of the supplier including quality, quantity, and delivery requirements
5. Ordering Process: Procedures for placing and accepting orders
6. Price and Payment: Pricing structure, payment terms, and invoicing requirements compliant with Saudi law
7. Delivery and Risk: Delivery terms, transfer of risk, and acceptance procedures
8. Quality and Compliance: Quality standards, warranties, and compliance with Saudi regulations
9. Term and Termination: Duration of agreement and grounds for termination
10. Intellectual Property: Protection and usage rights of intellectual property
11. Confidentiality: Protection of confidential information and trade secrets
12. Limitation of Liability: Limitations on liability compliant with Saudi law
13. Force Majeure: Events excusing performance, structured to comply with Sharia principles
14. Governing Law and Dispute Resolution: Application of Saudi law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate provisions including notices, amendments, and entire agreement
1. Import/Export Compliance: Include when goods are being imported or exported, addressing customs requirements
2. Insurance: Include when specific insurance requirements are needed beyond standard coverage
3. Environmental Compliance: Include for goods that have environmental implications or requirements
4. Security Requirements: Include when handling sensitive or regulated goods
5. Training and Support: Include when supplier must provide training or technical support
6. Performance Metrics: Include when specific KPIs or service levels are required
7. Product Development: Include when future product modifications or developments are contemplated
8. Exclusivity: Include when exclusive supply arrangements are agreed
9. Change Control: Include for complex supply arrangements requiring formal change management
1. Schedule 1 - Product Specifications: Detailed technical specifications of the goods
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, including any volume discounts
3. Schedule 3 - Service Levels: Performance metrics and service level requirements
4. Schedule 4 - Order Form Template: Standard form for placing orders
5. Schedule 5 - Delivery Locations: List of approved delivery locations and specific requirements
6. Schedule 6 - Quality Standards: Detailed quality requirements and testing procedures
7. Schedule 7 - SASO Compliance Requirements: Specific Saudi quality and safety standards applicable to the goods
8. Schedule 8 - Key Personnel: List of key contacts and responsible personnel from both parties
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