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Master Supplier Agreement
"I need a Master Supplier Agreement for a software development company based in Amsterdam, with specific focus on data protection, intellectual property rights, and service level agreements, to be effective from March 1, 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and business relationship
3. Definitions: Defined terms used throughout the agreement
4. Scope and Supply Obligations: Core obligations of the supplier and scope of products/services
5. Ordering Process: Procedures for placing and accepting orders
6. Quality Requirements: Quality standards, specifications, and compliance requirements
7. Delivery and Acceptance: Terms for delivery, inspection, and acceptance of goods/services
8. Prices and Payment: Pricing structure, payment terms, and invoicing requirements
9. Warranties: Supplier warranties regarding products/services
10. Liability and Indemnification: Allocation of risks and liability between parties
11. Insurance: Required insurance coverage and limits
12. Intellectual Property Rights: Ownership and usage rights of IP
13. Confidentiality: Protection of confidential information
14. Data Protection: GDPR compliance and data handling requirements
15. Term and Termination: Duration of agreement and termination provisions
16. Force Majeure: Handling of events beyond parties' control
17. Governing Law and Jurisdiction: Applicable law and dispute resolution
18. General Provisions: Standard boilerplate clauses
1. Performance Metrics and SLAs: Include when specific service levels need to be maintained
2. Business Continuity: Include for critical suppliers or services
3. Environmental Compliance: Include when environmental standards are crucial
4. Anti-Corruption and Ethics: Include for international suppliers or high-risk jurisdictions
5. Security Requirements: Include when supplier has access to systems or sensitive information
6. Personnel Requirements: Include when supplier's staff will work on-site or with client systems
7. Audit Rights: Include for regulated industries or critical suppliers
8. Change Control: Include when services or products may need modification during the term
9. Volume Commitments: Include when minimum purchase volumes are agreed
10. Technology Transfer: Include when IP development or technology transfer is involved
1. Schedule 1 - Products/Services Description: Detailed description of products or services to be supplied
2. Schedule 2 - Pricing Schedule: Detailed pricing, including any volume discounts or pricing mechanisms
3. Schedule 3 - Service Levels: Detailed service level requirements and measurement criteria
4. Schedule 4 - Technical Specifications: Detailed technical requirements and standards
5. Schedule 5 - Key Personnel: Details of key supplier personnel assigned to the agreement
6. Schedule 6 - Approved Subcontractors: List of approved subcontractors and their roles
7. Schedule 7 - Implementation Plan: Timeline and milestones for implementation of services/supply
8. Schedule 8 - Security Requirements: Detailed security protocols and requirements
9. Schedule 9 - Form of Purchase Order: Standard form for placing orders under the agreement
10. Schedule 10 - Reporting Requirements: Templates and requirements for regular reporting
Authors
Affiliate
Agreement
Applicable Law
Background IP
Business Day
Confidential Information
Customer
Customer Materials
Data Protection Laws
Defect
Deliverables
Delivery
Delivery Date
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Goods
Group
Initial Term
Intellectual Property Rights
Key Personnel
Laws
Losses
Material Breach
Order
Personal Data
Personnel
Price
Products
Purchase Order
Quality Standards
Renewal Term
Representatives
Services
Service Levels
Sites
Specifications
Supplier
Supplier Personnel
Tax
Term
Territory
Third Party
Working Day
Working Hours
VAT
Warranties
Change Request
Commencement Date
Control
Dispute
Emergency
Fees
Insolvency Event
Insurance Policies
Milestone
Notice
Performance Standards
Regulatory Requirements
Security Requirements
Service Credits
Subcontractor
Technical Specifications
Termination Date
Testing Procedures
Variation
Scope of Agreement
Term and Duration
Supply Obligations
Ordering Process
Delivery
Acceptance
Title and Risk
Quality Requirements
Price and Payment
Invoicing
Performance Standards
Service Levels
Key Performance Indicators
Warranties
Customer Obligations
Personnel
Subcontracting
Change Control
Intellectual Property
Data Protection
Confidentiality
Security
Audit Rights
Records and Reports
Insurance
Liability and Indemnification
Force Majeure
Business Continuity
Compliance with Laws
Anti-Corruption
Export Control
Environmental Compliance
Health and Safety
Modern Slavery
Competition Law
Taxation
Assignment and Transfer
Variation
Waiver
Termination
Consequences of Termination
Dispute Resolution
Notices
Entire Agreement
Severability
Third Party Rights
Governing Law
Jurisdiction
Manufacturing
Technology
Retail
Healthcare
Financial Services
Telecommunications
Energy
Construction
Automotive
Food and Beverage
Professional Services
Logistics and Transportation
Electronics
Pharmaceuticals
Industrial Equipment
Procurement
Legal
Supply Chain
Operations
Finance
Risk and Compliance
Commercial
Vendor Management
Strategic Sourcing
Contract Management
Procurement Manager
Supply Chain Director
Legal Counsel
Commercial Director
Contract Manager
Chief Procurement Officer
Vendor Manager
Operations Director
Risk Manager
Compliance Officer
Category Manager
Sourcing Manager
General Counsel
Commercial Manager
Finance Director
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