Enterprise Framework Agreement Generator for England and Wales

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Key Requirements PROMPT example:

Enterprise Framework Agreement

"I need an Enterprise Framework Agreement for my software company to establish a three-year relationship with multiple government departments, starting from January 2025, with specific focus on data protection compliance and the ability to add new services over time."

Document background

The Enterprise Framework Agreement serves as a cornerstone document for organizations seeking to establish long-term commercial relationships with multiple potential transactions. It is particularly valuable when a customer anticipates regular procurement of goods or services from a supplier over an extended period. The agreement, governed by English and Welsh law, provides flexibility while maintaining consistent terms and conditions. It typically includes detailed provisions for ordering procedures, pricing mechanisms, service levels, and performance management, while ensuring compliance with relevant UK legislation. This type of agreement is especially useful for large organizations with complex procurement needs or when standardization of terms across multiple transactions is desired.

Suggested Sections

1. 1. Parties: Identification and details of contracting parties

2. 2. Background: Context and purpose of the framework agreement

3. 3. Definitions and Interpretation: Key terms and their meanings within the agreement

4. 4. Framework Structure: Overview of how the framework operates including scope and operation

5. 5. Term and Duration: Period of agreement including extension options and renewal terms

6. 6. Ordering Process: Procedures for placing and accepting orders under the framework

7. 7. Charges and Payment: Pricing structure, payment terms, and invoicing requirements

8. 8. Warranties and Representations: Standard commercial warranties and representations from both parties

9. 9. Liability and Insurance: Risk allocation, limitation of liability, and insurance requirements

10. 10. Termination: Circumstances and process for ending the agreement, including consequences

Optional Sections

1. TUPE Provisions: Required when staff transfers may occur between parties during framework operation

2. International Trade Terms: Specific provisions governing cross-border activities and international trade requirements

3. Framework Governance: Detailed management structure, escalation procedures, and decision-making processes for complex frameworks

4. Public Sector Specific Terms: Additional provisions required for public sector procurement compliance

5. Industry-Specific Regulations: Provisions addressing specific industry regulatory requirements

Suggested Schedules

1. Schedule 1 - Services Description: Detailed specification of services covered under the framework

2. Schedule 2 - Charges: Detailed pricing structure, rate cards, and price adjustment mechanisms

3. Schedule 3 - Service Levels: Performance metrics, measurement methods, and service credit regime

4. Schedule 4 - Form of Call-Off Contract: Template agreement for individual orders placed under the framework

5. Schedule 5 - Change Control Procedure: Process for managing changes to agreement terms and scope

6. Schedule 6 - Data Processing Agreement: GDPR-compliant data processing terms and obligations

7. Schedule 7 - Exit Management: Procedures and obligations for framework termination and transition

8. Schedule 8 - Key Personnel: Identification of key roles and individuals critical to framework delivery

9. Schedule 9 - Security Requirements: Security standards, policies and procedures to be followed

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Information Technology
Professional Services
Manufacturing
Public Sector
Healthcare

Relevant Teams

Legal
Procurement
Finance
Operations
Compliance
Commercial

Relevant Roles

Chief Procurement Officer
Commercial Director
Head of Legal
Procurement Manager
Contract Manager
Legal Counsel
Commercial Manager

Industries

Contracts (Rights of Third Parties) Act 1999: Key legislation governing how third parties may enforce terms of a contract they are not directly party to

Late Payment of Commercial Debts (Interest) Act 1998: Legislation governing interest charges on late commercial payments and debt recovery costs

Unfair Contract Terms Act 1977: Controls unfair terms in contracts, particularly regarding limitation of liability and reasonableness

Consumer Rights Act 2015: Relevant if any B2C elements exist within the framework agreement

UK GDPR: Data protection regulation governing how personal data must be processed, stored and protected

Data Protection Act 2018: UK's implementation of data protection requirements, working alongside UK GDPR

Privacy and Electronic Communications Regulations: Specific rules for privacy in electronic communications and marketing

Sale of Goods Act 1979: Fundamental legislation governing contracts for the sale of goods

Supply of Goods and Services Act 1982: Legislation governing contracts for the supply of services and implied terms

Commercial Agents Regulations 1993: Regulations protecting commercial agents in their relationships with principals

Competition Act 1998: Prohibits anti-competitive agreements and abuse of dominant market positions

Enterprise Act 2002: Framework for merger control and market investigations

Employment Rights Act 1996: Key employment legislation relevant for staff transfer provisions

TUPE Regulations 2006: Protects employees' rights when business ownership transfers

Trade Marks Act 1994: Legislation governing trademark protection and usage

Electronic Communications Act 2000: Legal framework for electronic signatures and communications

Electronic Commerce Regulations 2002: Regulations governing electronic commerce and online business

Modern Slavery Act 2015: Requires businesses to ensure transparency in supply chains regarding modern slavery

Bribery Act 2010: Anti-corruption legislation affecting commercial organizations

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Let's create your Enterprise Framework Agreement

Authors

Alex Denne

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