Master Vendor Agreement Template for New Zealand

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Key Requirements PROMPT example:

Master Vendor Agreement

"I need a Master Vendor Agreement for a technology services provider in New Zealand who will be supplying software development services and maintaining our internal systems, with a planned commencement date of March 1, 2025."

Document background
This Master Vendor Agreement is designed to establish and govern long-term supply relationships between organizations in New Zealand. It serves as an umbrella agreement that sets out the fundamental terms and conditions under which a customer may purchase goods and/or services from a vendor through individual purchase orders or statements of work. The agreement incorporates New Zealand legal requirements and commercial practices, providing comprehensive coverage of essential elements such as ordering mechanisms, delivery terms, warranties, liability provisions, and dispute resolution procedures. It is particularly suitable for organizations seeking to establish a stable, long-term supply relationship with key vendors while maintaining flexibility for specific requirements through supporting schedules and purchase orders.
Suggested Sections

1. Parties: Identifies and provides full legal details of the contracting parties

2. Background: Sets out the context and purpose of the agreement

3. Definitions and Interpretation: Defines key terms and establishes interpretation rules

4. Term and Renewal: Specifies initial term, renewal options and conditions

5. Supply of Goods/Services: Details the core obligations regarding supply of goods/services

6. Ordering Process: Outlines the procedure for placing and accepting orders

7. Quality and Standards: Specifies quality requirements and applicable standards

8. Delivery and Acceptance: Details delivery terms, timeframes, and acceptance procedures

9. Pricing and Payment: Specifies prices, payment terms, invoicing requirements

10. Warranties: Sets out warranties relating to goods/services and performance

11. Risk and Title: Addresses transfer of risk and ownership

12. Intellectual Property: Covers IP ownership, licenses and protections

13. Confidentiality: Defines confidential information and protection obligations

14. Data Protection and Privacy: Addresses handling of personal and business data

15. Liability and Indemnities: Sets out liability limitations and indemnification obligations

16. Insurance: Specifies required insurance coverage

17. Termination: Details termination rights and procedures

18. Force Majeure: Addresses unforeseen circumstances affecting performance

19. Dispute Resolution: Outlines process for resolving disputes

20. General Provisions: Includes standard boilerplate clauses

Optional Sections

1. Performance Metrics and SLAs: Include when specific performance standards need to be measured and monitored

2. Business Continuity: Include for critical supply relationships requiring disaster recovery planning

3. Environmental Compliance: Include when environmental considerations are significant to the supply relationship

4. Anti-Bribery and Corruption: Include for international trade or high-risk sectors

5. Modern Slavery Compliance: Include when supply chain involves international manufacturing or labor

6. Change Control: Include when formal processes for changes to goods/services are required

7. Subcontracting: Include when vendor may need to subcontract certain obligations

8. Security Requirements: Include when dealing with sensitive information or systems access

9. Transition and Exit: Include for complex relationships requiring detailed exit planning

Suggested Schedules

1. Schedule 1 - Goods and Services Description: Detailed specifications of goods/services to be supplied

2. Schedule 2 - Pricing Schedule: Detailed pricing, including any volume discounts or price adjustment mechanisms

3. Schedule 3 - Service Levels: Specific performance metrics and service level requirements

4. Schedule 4 - Key Personnel: Details of key vendor personnel assigned to the relationship

5. Schedule 5 - Implementation Plan: Timeline and milestones for implementation if applicable

6. Schedule 6 - Technical Requirements: Detailed technical specifications and requirements

7. Schedule 7 - Approved Subcontractors: List of pre-approved subcontractors if applicable

8. Schedule 8 - Security Requirements: Detailed security protocols and requirements

9. Appendix A - Order Form Template: Standard form for placing orders under the agreement

10. Appendix B - Report Templates: Templates for required reporting under the agreement

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

Professional Services

Construction

Healthcare

Financial Services

Telecommunications

Energy

Transport and Logistics

Food and Beverage

Agriculture

Mining and Resources

Education

Government and Public Sector

Relevant Teams

Legal

Procurement

Commercial

Finance

Operations

Supply Chain

Risk and Compliance

Vendor Management

Category Management

Business Development

Relevant Roles

Chief Procurement Officer

Procurement Manager

Commercial Manager

Contract Manager

Legal Counsel

General Counsel

Supply Chain Manager

Operations Director

Chief Financial Officer

Risk Manager

Vendor Manager

Category Manager

Sourcing Manager

Commercial Director

Business 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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