Framework Supply Agreement Template for England and Wales

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Key Requirements PROMPT example:

Framework Supply Agreement

"I need a Framework Supply Agreement for a manufacturing business supplying automotive parts across the UK, with specific provisions for quality control and minimum order quantities, to commence from March 2025."

Document background
A Framework Supply Agreement is essential for businesses requiring a structured approach to recurring supply relationships. This agreement, governed by English and Welsh law, provides a master framework under which parties can efficiently conduct multiple transactions without negotiating new terms each time. It typically includes essential elements such as ordering procedures, pricing mechanisms, quality standards, and delivery requirements, while ensuring compliance with UK commercial regulations. The framework nature allows for flexibility in volumes and timing while maintaining consistent terms across all transactions.
Suggested Sections

1. Parties: Identification and details of contracting parties

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

4. Supply Obligations: Core supply terms and delivery requirements

5. Pricing and Payment: Price calculation, payment terms and invoicing

6. Quality Requirements: Quality standards and specifications

7. Term and Termination: Duration and termination provisions

8. Liability and Indemnities: Allocation of risks and liability caps

9. Force Majeure: Provisions for unforeseen circumstances preventing performance

10. Confidentiality: Protection of confidential information

11. Governing Law and Jurisdiction: Applicable law and dispute resolution

Optional Sections

1. Exclusivity: Used when supplier is granted exclusive rights or territories

2. Minimum Purchase Obligations: Minimum order commitments and consequences of failure to meet them

3. Service Levels: Performance metrics, KPIs and related remedies

4. Data Protection: Specific provisions for handling personal data under UK GDPR

5. Anti-Bribery and Modern Slavery: Compliance with anti-corruption and modern slavery legislation

Suggested Schedules

1. Schedule 1 - Products: Detailed list of products/services covered under the agreement

2. Schedule 2 - Pricing: Detailed pricing structure, mechanisms and review provisions

3. Schedule 3 - Service Levels: Detailed performance metrics, measurement methods and remedies

4. Schedule 4 - Technical Specifications: Detailed product specifications and quality standards

5. Schedule 5 - Order Process: Detailed ordering procedures and requirements

6. Schedule 6 - Key Personnel: List of key contacts and responsible personnel from both parties

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 Industries
Relevant Teams
Relevant Roles
Industries

Sale of Goods Act 1979: Fundamental legislation governing sale of goods, covering quality standards, fitness for purpose, description compliance, and transfer of property rights

Supply of Goods and Services Act 1982: Legislation setting standards for service provision, including requirements for reasonable care and skill in service delivery

Commercial Agents Regulations 1993: Regulations governing relationships with commercial agents in the supply chain, implementing EU Directive 86/653/EEC

Common Law Contract Principles: Fundamental principles including offer, acceptance, consideration, and intention to create legal relations

Consumer Rights Act 2015: Legislation protecting consumer rights, relevant if end users in the supply chain could be consumers

Modern Slavery Act 2015: Requirements for supply chain transparency and modern slavery statements in business operations

UK GDPR and Data Protection Act 2018: Data protection requirements governing processing of personal data and cross-border data transfers

Incoterms and Trade Regulations: International trade terms and import/export regulations affecting cross-border supply arrangements

Competition Act 1998: Legislation ensuring fair competition and preventing anti-competitive practices in supply arrangements

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

Late Payment of Commercial Debts Act 1998: Legislation governing payment terms and interest on late payments in commercial transactions

Bribery Act 2010: Anti-corruption legislation affecting business relationships and supply chain conduct

Environmental Protection Act 1990: Environmental obligations affecting supply operations and waste management

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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