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Consignment Contract

Consignment Contract Template for Netherlands

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Key Requirements PROMPT example:

Consignment Contract

"I need a Consignment Contract under Dutch law for my luxury watch business to place our products with high-end retailers across the Netherlands, with specific provisions for product handling, security requirements, and a 15% commission structure."

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Document background
This Consignment Contract template is designed for use in the Netherlands and is structured in accordance with Dutch law, particularly the Dutch Civil Code (Burgerlijk Wetboek). It is typically used when a business wants to place its products with a retailer or distributor for sale without transferring ownership until the final customer purchase. The document provides comprehensive coverage of essential elements including custody arrangements, commission structures, reporting requirements, risk allocation, and termination provisions. It's particularly valuable for businesses expanding their distribution network or testing new markets without significant upfront inventory costs. The template includes necessary provisions for compliance with Dutch commercial law and relevant EU regulations, making it suitable for both domestic and international commercial relationships.
Suggested Sections

1. Parties: Identification of the consignor and consignee with full legal details

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions: Defined terms used throughout the agreement

4. Appointment and Scope: Terms of appointment of consignee and scope of consignment arrangement

5. Delivery and Storage: Terms for delivery of goods and storage requirements

6. Title and Risk: Provisions clarifying retention of title by consignor and allocation of risk

7. Pricing and Commission: Pricing structure for goods and commission rates for consignee

8. Payment Terms: Terms for payment collection and transfer to consignor

9. Reporting and Accounting: Requirements for sales reporting and accounting obligations

10. Insurance: Insurance requirements for consigned goods

11. Duration and Termination: Term of agreement and termination provisions

12. Return of Goods: Provisions for return of unsold goods

13. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction

Optional Sections

1. Minimum Performance Requirements: Used when specific sales targets or performance metrics are required

2. Marketing and Display: Include when specific requirements exist for product display and marketing

3. Exclusivity: Used when territorial or product exclusivity is granted

4. Intellectual Property: Include when branding or IP usage rights are relevant

5. Data Protection: Required when personal data processing is involved

6. Force Majeure: Include for longer-term arrangements or higher-value consignments

7. Anti-Corruption: Include for international arrangements or when required by corporate policy

Suggested Schedules

1. Schedule 1 - Products: List of products covered by the consignment arrangement

2. Schedule 2 - Commission Rates: Detailed commission structure and calculation methods

3. Schedule 3 - Operating Procedures: Detailed procedures for ordering, delivery, and returns

4. Schedule 4 - Reporting Format: Templates and requirements for sales and inventory reporting

5. Schedule 5 - Storage Requirements: Specific requirements for storage and handling of goods

6. Appendix A - Insurance Requirements: Detailed insurance requirements and coverage levels

7. Appendix B - Quality Standards: Product quality standards and handling specifications

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Business Day
Commission
Confidential Information
Consigned Goods
Consignment Location
Consignment Period
Consignment Price
Consignment Stock
Consignor's Property
Delivery
Effective Date
Force Majeure Event
Gross Proceeds
Initial Term
Intellectual Property Rights
Inventory Report
Minimum Sales Target
Net Proceeds
Operating Procedures
Payment Period
Products
Purchase Order
Quality Standards
Reporting Period
Retail Price
Returns
Sales Report
Selling Season
Storage Requirements
Term
Territory
Third Party
Unsold Goods
VAT
Working Hours
Clauses
Appointment
Scope
Term and Termination
Delivery
Title and Risk
Storage and Handling
Pricing and Commission
Payment Terms
Sales Process
Inventory Management
Reporting Requirements
Insurance
Warranties
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Liability and Indemnification
Assignment
Notices
Amendments
Entire Agreement
Severability
Waiver
Third Party Rights
Dispute Resolution
Governing Law
Anti-Corruption
Compliance with Laws
Return of Goods
Quality Control
Performance Standards
Exclusivity
Marketing and Display
Audit Rights
Security Interest
Relevant Industries

Retail

Fashion and Apparel

Art and Antiques

Electronics

Luxury Goods

Automotive Parts

Industrial Equipment

Furniture and Home Goods

Sporting Goods

Agricultural Products

Jewelry and Watches

Relevant Teams

Legal

Commercial Operations

Sales

Procurement

Supply Chain

Finance

Risk Management

Retail Operations

Distribution

Business Development

Contract Administration

Relevant Roles

Commercial Director

Sales Manager

Procurement Manager

Business Development Manager

Legal Counsel

Contract Manager

Supply Chain Manager

Retail Operations Manager

Inventory Manager

Finance Manager

Risk Manager

Commercial Operations Director

Distribution Manager

Industries
Dutch Civil Code (Burgerlijk Wetboek) Book 6: General provisions of the law of obligations, including contract formation, validity, and general terms
Dutch Civil Code (Burgerlijk Wetboek) Book 7: Specific contracts provisions, including sale agreements and commercial agency agreements
Dutch VAT Act (Wet op de omzetbelasting 1968): Regulates VAT obligations for consignment sales, including timing of VAT payment and invoicing requirements
Dutch Commercial Code (Wetboek van Koophandel): Contains provisions relevant to commercial relationships and business transactions
EU Consumer Rights Directive (if B2C): Provides consumer protection rules that may apply if the consignment involves sales to consumers
General Data Protection Regulation (GDPR): Relevant for handling personal data in the context of the consignment relationship
Dutch Competition Act (Mededingingswet): Ensures the consignment arrangement doesn't violate competition laws or create illegal vertical agreements
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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