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Basic Supply Agreement
"I need a Basic Supply Agreement for my manufacturing company to purchase electronic components from a supplier in California, with minimum order quantities of 1000 units per month and payment terms of net 60 days, starting from March 2025."
1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Supply Obligations: Core obligations regarding product supply, including quantity, specifications, and quality standards
5. Pricing and Payment Terms: Price structure, payment terms, invoicing procedures, and any price adjustment mechanisms
6. Delivery Terms: Delivery schedules, logistics, transfer of risk, and shipping arrangements
7. Warranties and Representations: Product warranties, quality guarantees, and representations by both parties
8. Term and Termination: Duration of agreement, renewal terms, and termination rights
9. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
10. Governing Law: Applicable law, jurisdiction, and dispute resolution procedures
1. Minimum Purchase Requirements: Specific volume commitments and consequences of failure to meet these requirements
2. Exclusivity Provisions: Terms regarding exclusive supply relationships and territorial restrictions
3. Quality Control Procedures: Detailed quality assurance processes, testing requirements, and acceptance criteria
4. Force Majeure: Provisions for handling unforeseen circumstances and their impact on obligations
5. Intellectual Property Rights: Protection and use of intellectual property in the supply relationship
6. Confidentiality: Protection of confidential information exchanged during the supply relationship
1. Schedule A - Product Specifications: Detailed technical specifications and requirements for the products
2. Schedule B - Pricing Schedule: Detailed pricing structure, volume discounts, and price adjustment mechanisms
3. Schedule C - Service Levels: Performance metrics, delivery requirements, and quality standards
4. Schedule D - Quality Control Procedures: Specific quality control processes, testing methods, and acceptance criteria
5. Schedule E - Delivery Locations: List of approved delivery locations and specific delivery requirements
Authors
Applicable Law
Business Day
Confidential Information
Delivery Date
Delivery Location
Effective Date
Force Majeure Event
Goods
Initial Term
Intellectual Property Rights
Minimum Order Quantity
Order
Price
Product Specifications
Purchase Order
Quality Standards
Renewal Term
Representatives
Specifications
Supplier Facilities
Supply Period
Term
Territory
Warranty Period
Supply Obligations
Ordering Process
Delivery
Price and Payment
Quality Requirements
Warranties
Title and Risk
Inspection and Testing
Compliance with Laws
Confidentiality
Intellectual Property
Indemnification
Insurance
Force Majeure
Term and Termination
Change Control
Dispute Resolution
Governing Law
Assignment and Subcontracting
Notices
Entire Agreement
Amendments
Severability
Waiver
Third Party Rights
Product Returns
Business Continuity
Record Keeping
Audit Rights
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