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Preferred Supplier Agreement
1. Parties: Identification of the parties entering into the agreement, including full legal names, company registration numbers, and registered addresses
2. Background: Context of the agreement, including the supplier selection process and general intent of the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope: Establishment of the supplier as preferred supplier and scope of products/services covered
5. Order Process: Procedures for placing, accepting, and fulfilling orders
6. Delivery Terms: Terms and conditions for delivery, including timing, location, and transfer of risk
7. Price and Payment: Pricing structure, payment terms, invoicing requirements, and price adjustment mechanisms
8. Quality Requirements: Quality standards, specifications, and quality control procedures
9. Service Levels: Performance metrics, service level requirements, and related remedies
10. Warranties: Supplier warranties regarding products/services, capacity, and compliance
11. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
12. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
13. Confidentiality: Protection of confidential information and trade secrets
14. Force Majeure: Circumstances excusing performance and related procedures
15. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
16. General Provisions: Standard boilerplate provisions including notices, amendments, and assignment
1. Data Protection: Required when personal data will be processed as part of the supply relationship
2. Intellectual Property Rights: Needed when supply involves licensed materials, software, or IP-protected items
3. Environmental Compliance: Important for supplies involving environmental considerations or hazardous materials
4. Insurance: Detailed insurance requirements for high-risk or high-value supplies
5. Business Continuity: Required for critical supplies or services
6. Compliance with Laws: Detailed compliance obligations for regulated industries or products
7. Staff and Subcontractors: Needed when supplier personnel will be involved in service delivery
8. Security Requirements: Required when supplier needs access to customer systems or facilities
9. Volume Commitments: Include when there are minimum purchase or supply obligations
1. Schedule 1 - Products/Services Specification: Detailed description of products or services covered by the agreement
2. Schedule 2 - Pricing Schedule: Detailed pricing, including any volume discounts or special pricing arrangements
3. Schedule 3 - Service Levels and KPIs: Detailed service level requirements and measurement criteria
4. Schedule 4 - Order Process and Procedures: Detailed operational procedures for ordering and fulfillment
5. Schedule 5 - Technical Requirements: Technical specifications and standards for products or services
6. Schedule 6 - Contact Details: Key contacts and escalation procedures
7. Schedule 7 - Form of Purchase Order: Standard form for placing orders under the agreement
8. Schedule 8 - Reporting Requirements: Templates and requirements for regular performance reporting
9. Appendix A - Quality Management System: Details of supplier's quality management processes and certifications
Authors
Affiliate
Applicable Law
Background IPR
Business Day
Commencement Date
Confidential Information
Contract Year
Customer
Customer Group
Defect
Delivery Location
Force Majeure Event
Good Industry Practice
Group
Initial Term
Intellectual Property Rights
KPIs
Losses
Order
Preferred Supplier Status
Price
Products
Purchase Order
Quality Standards
Representatives
Services
Service Levels
Specification
Supplier
Supplier Personnel
Supply Chain
Term
Territory
Working Hours
Change Control Process
Competition Law
Delivery Terms
Documentation
Emergency Order
Forecast
Framework Prices
Lead Time
Minimum Order Quantity
Payment Terms
Performance Reports
Quality Management System
Rejected Products
Standard Operating Procedures
Technical Requirements
Volume Discount
Warranty Period
Order Process
Delivery
Price and Payment
Invoicing
Quality Requirements
Service Levels
Performance Monitoring
Warranties
Compliance with Laws
Product Safety
Environmental Compliance
Health and Safety
Staff and Personnel
Subcontracting
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Insurance
Liability and Indemnification
Term and Duration
Termination
Exit Management
Competition Law Compliance
Anti-Corruption
Business Ethics
Audit Rights
Record Keeping
Change Control
Volume Commitments
Exclusivity
Most Favored Customer
Business Continuity
Security Requirements
Dispute Resolution
Governing Law
Assignment and Subcontracting
Notices
Entire Agreement
Severability
Third Party Rights
Amendments
Waiver
Relationship of Parties
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