Development And Supply Agreement Template for India

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Key Requirements PROMPT example:

Development And Supply Agreement

"I need a Development and Supply Agreement for a custom automotive software system to be developed and supplied to our manufacturing plants in India, with strong IP protection clauses and a five-year supply commitment starting March 2025."

Document background
A Development And Supply Agreement is essential when a company requires custom-developed products or components that will be supplied on an ongoing basis. This document is particularly relevant in the Indian market where manufacturing and development capabilities are increasingly sophisticated. The agreement combines development services with supply obligations, making it suitable for scenarios where standard off-the-shelf products don't meet specific requirements. It addresses crucial aspects such as intellectual property rights under Indian law, development milestones, quality standards, testing procedures, and long-term supply commitments. The document is structured to comply with Indian contract law while protecting both parties' interests in development outcomes and ensuring reliable supply arrangements.
Suggested Sections

1. Parties: Identification and details of the parties entering into the agreement

2. Background: Context of the agreement, including the purpose of development and supply relationship

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Development Phase: Terms governing the development of the product, including timelines, specifications, and approval processes

5. Development Obligations: Specific obligations of each party during the development phase

6. Testing and Acceptance: Procedures for testing developed products and acceptance criteria

7. Supply Terms: Terms governing the supply phase, including ordering process and delivery requirements

8. Quality Requirements: Quality standards, specifications, and quality control procedures

9. Prices and Payment: Pricing structure, payment terms, and invoicing procedures

10. Warranties: Warranties regarding the development process and supplied products

11. Intellectual Property: Ownership and licensing of IP created during development and existing IP

12. Confidentiality: Protection of confidential information exchanged during the relationship

13. Term and Termination: Duration of agreement and circumstances for termination

14. Liability and Indemnification: Allocation of risks and indemnification obligations

15. Force Majeure: Provisions for handling events beyond parties' reasonable control

16. Governing Law and Dispute Resolution: Applicable law and methods for resolving disputes

17. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

Optional Sections

1. Exclusivity: Used when parties agree to exclusive development or supply arrangements

2. Regulatory Compliance: Required for products subject to specific regulatory requirements

3. Export Control: Necessary when products are subject to export control regulations

4. Insurance: Detailed insurance requirements beyond standard coverage

5. Source Code Escrow: Required when software development is involved

6. Minimum Purchase Commitments: Used when supplier requires guaranteed minimum orders

7. Technology Transfer: Needed when manufacturing technology needs to be transferred

8. Change Control: Detailed procedures for managing changes to specifications or processes

9. Environmental Compliance: Required for products with environmental impact considerations

10. Disaster Recovery: Needed for critical supply relationships

Suggested Schedules

1. Schedule 1 - Product Specifications: Detailed technical specifications for the products to be developed and supplied

2. Schedule 2 - Development Milestones: Detailed timeline and milestones for the development phase

3. Schedule 3 - Pricing and Payment Terms: Detailed pricing structure, including development costs and product prices

4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures

5. Schedule 5 - Service Levels: Performance metrics and service level requirements

6. Schedule 6 - Technical Documentation: Required technical documentation and maintenance requirements

7. Schedule 7 - Acceptance Test Procedures: Detailed procedures for testing and accepting developed products

8. Appendix A - Contact Details: Key contacts and notice details for both parties

9. Appendix B - Form of Purchase Order: Standard form for placing orders under the agreement

10. Appendix C - Change Request Form: Template for requesting changes to specifications or processes

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 legal definitions
Clauses
Relevant Industries

Manufacturing

Technology

Automotive

Electronics

Pharmaceuticals

Industrial Equipment

Software Development

Telecommunications

Medical Devices

Aerospace

Consumer Goods

Chemical Industry

Renewable Energy

Defense

Relevant Teams

Legal

Procurement

Research & Development

Supply Chain

Operations

Quality Assurance

Technical

Commercial

Engineering

Product Development

Manufacturing

Sourcing

Compliance

Project Management

Relevant Roles

Chief Technology Officer

Procurement Manager

Supply Chain Director

Research and Development Manager

Production Manager

Technical Director

Commercial Director

Legal Counsel

Contract Manager

Quality Assurance Manager

Business Development Manager

Operations Director

Project Manager

Manufacturing Engineer

Sourcing Manager

Chief Operating Officer

Vendor Manager

Product Development Manager

Industries
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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