Supply Framework Agreement Template for Netherlands

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Key Requirements PROMPT example:

Supply Framework Agreement

"I need a Supply Framework Agreement under Dutch law for a manufacturing company that will be supplying automotive parts to multiple European customers, with specific focus on quality control standards and warranty provisions for safety-critical components."

Document background
The Supply Framework Agreement is designed for businesses seeking to establish a long-term supply relationship under Dutch law. It is particularly suitable when parties anticipate multiple transactions over time and want to avoid negotiating terms for each individual order. This document type defines the master terms governing the supply relationship, including ordering processes, pricing structures, quality requirements, and risk allocation. It incorporates key requirements of Dutch contract law and relevant EU regulations, while providing flexibility to accommodate specific commercial needs through schedules and purchase orders. The framework structure allows parties to streamline their procurement process while maintaining clear contractual governance. This approach is especially valuable for businesses with regular, recurring supply needs who want to establish standardized terms while maintaining the ability to adjust commercial terms such as quantity and delivery timing through individual orders.
Suggested Sections

1. Parties: Identification and details of the supplier and buyer, including registered addresses and company details

2. Background: Context of the agreement, relationship between parties, and purpose of the framework

3. Definitions: Defined terms used throughout the agreement, including key commercial and technical terms

4. Scope of Agreement: Framework structure, exclusivity (if any), and general principles of supply arrangement

5. Ordering Process: Procedure for placing and accepting orders under the framework

6. Supply Obligations: Core obligations regarding supply of goods/services, including quality standards and specifications

7. Prices and Payment: Pricing mechanism, payment terms, invoicing requirements, and price adjustment provisions

8. Delivery and Risk: Delivery terms, transfer of risk, acceptance procedures

9. Duration and Termination: Term of the agreement, renewal provisions, and termination rights

10. Warranties and Representations: Standard and specific warranties regarding supplies and capacity to perform

11. Liability and Indemnities: Limitation of liability, indemnification obligations, and insurance requirements

12. Confidentiality: Protection of confidential information and trade secrets

13. Force Majeure: Events excusing performance and consequences

14. General Provisions: Standard boilerplate clauses including notices, assignment, amendments, etc.

15. Governing Law and Jurisdiction: Dutch law as governing law and jurisdiction for disputes

Optional Sections

1. Compliance with Laws: Specific section on regulatory compliance - used when dealing with regulated products or sectors

2. Environmental Requirements: Used when environmental compliance or sustainability is a key aspect of the supply arrangement

3. Quality Assurance: Detailed quality requirements - important for manufacturing or technical supplies

4. Service Levels: Include when the supply includes services with specific performance metrics

5. Data Protection: Required when personal data processing is involved in the supply arrangement

6. Intellectual Property: Important when supplies involve IP rights, software, or technology transfer

7. Anti-Corruption: Required for international supply arrangements or when dealing with public sector

8. Business Continuity: Important for critical supplies or when buyer requires specific continuity guarantees

9. Exit Management: Used for complex supply arrangements requiring detailed termination planning

Suggested Schedules

1. Products/Services Description: Detailed specifications of goods/services covered by the framework

2. Pricing Schedule: Detailed pricing structure, including any volume discounts or pricing mechanisms

3. Service Levels and KPIs: Detailed performance metrics and measurement methods

4. Order Form Template: Standard form for placing orders under the framework

5. Technical Requirements: Detailed technical specifications and standards

6. Quality Standards: Specific quality requirements and testing procedures

7. Key Personnel: List of key contacts and responsible personnel from both parties

8. Approved Subcontractors: List of pre-approved subcontractors if relevant

9. Special Terms for Specific Products: Any special conditions applying to particular products/services

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

Retail

Pharmaceuticals

Automotive

Food and Beverage

Electronics

Industrial Equipment

Chemical

Consumer Goods

Energy

Construction Materials

Medical Devices

Agricultural Products

Relevant Teams

Legal

Procurement

Supply Chain

Operations

Commercial

Risk & Compliance

Finance

Logistics

Quality Assurance

Business Development

Relevant Roles

Procurement Manager

Supply Chain Director

Commercial Director

Legal Counsel

Contract Manager

Chief Operating Officer

Purchasing Director

Vendor Management Lead

Operations Manager

Supply Chain Analyst

Category Manager

Sourcing Manager

Commercial Contracts Manager

Business Development Manager

Risk 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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