This Preferred Vendor Agreement is designed for use in commercial relationships within Saudi Arabia where a company wishes to establish a long-term, preferential procurement arrangement with a key supplier. The document incorporates essential elements required under Saudi law, including Sharia compliance provisions and local commercial regulations. It is particularly suitable for situations requiring regular procurement of goods or services, where the buyer seeks to secure favorable terms, guaranteed supply, and potentially exclusive arrangements. The agreement typically includes comprehensive terms covering pricing, service levels, quality standards, and performance metrics, while addressing specific Saudi Arabian regulatory requirements such as commercial agency laws and foreign investment regulations where applicable.
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1. Parties: Identification of the parties, including full legal names, commercial registration numbers, and authorized representatives
2. Background: Context of the agreement, relationship overview, and confirmation of parties' capacity to contract
3. Definitions: Key terms used throughout the agreement, including specific Saudi legal and commercial terms
4. Appointment and Scope: Terms of vendor appointment, preferred status details, and scope of products/services
5. Term and Renewal: Duration of the agreement and renewal mechanisms
6. Ordering Process: Procedures for placing and accepting orders, including electronic communications
7. Pricing and Payment Terms: Price determination, payment schedules, and currency specifications
8. Delivery and Performance: Requirements for delivery of goods/services, performance standards, and KPIs
9. Quality Standards: Required quality levels, compliance with Saudi standards and regulations
10. Warranties and Representations: Parties' warranties, including Sharia compliance declarations
11. Confidentiality: Protection of confidential information and trade secrets
12. Termination: Grounds and procedures for termination, including notice requirements
13. Governing Law and Jurisdiction: Confirmation of Saudi law governance and dispute resolution mechanisms
14. General Provisions: Standard clauses including notices, amendments, and entire agreement provisions
1. Exclusivity Terms: Used when the agreement includes exclusive purchasing commitments or territory restrictions
2. Volume Commitments: Include when there are minimum purchase obligations or forecasting requirements
3. Technology License: Required when the vendor provides proprietary technology or software
4. Data Protection: Include when personal data processing is involved in the vendor relationship
5. Insurance Requirements: Used for high-risk products or services requiring specific insurance coverage
6. Import/Export Compliance: Include for international vendors or cross-border transactions
7. Force Majeure: Optional but recommended for long-term agreements, defining circumstances beyond parties' control
8. Training and Support: Include when vendor must provide training or ongoing technical support
9. Shariah Compliance Certificate: Required for financial services or when specifically requested by parties
1. Schedule 1 - Products/Services Description: Detailed list and specifications of products or services covered
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, discounts, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics, KPIs, and measurement criteria
4. Schedule 4 - Technical Requirements: Technical specifications and compliance requirements
5. Schedule 5 - Key Personnel: List of key contacts and authorized representatives from both parties
6. Appendix A - Order Form Template: Standard form for placing orders under the agreement
7. Appendix B - Quality Control Procedures: Detailed quality assurance and control processes
8. Appendix C - Compliance Certificates: Copies of required regulatory and compliance certificates
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