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Long Term Supplier Agreement
"I need a Long Term Supplier Agreement for my manufacturing company to secure a reliable supply of electronic components from a Japanese supplier, with specific quality standards and quarterly price review mechanisms, starting from January 2025."
1. Parties: Identification and details of the contracting parties including full legal names, addresses, and company registration details
2. Background: Context of the agreement including the business relationship and purpose of the long-term supply arrangement
3. Definitions: Key terms and their meanings used throughout the agreement
4. Supply Obligations: Core obligations regarding supply of goods/services, including minimum/maximum quantities and specifications
5. Pricing and Payment Terms: Price structure, payment terms, invoicing requirements, and price adjustment mechanisms
6. Quality Requirements: Quality standards, specifications, and compliance requirements including inspection rights
7. Delivery Terms: Delivery schedules, logistics, transfer of risk and title, and related obligations
8. Term and Termination: Duration of agreement, renewal provisions, and grounds for termination
9. Warranties and Indemnities: Product warranties, service guarantees, and related indemnification provisions
10. Intellectual Property: IP ownership, licenses, and protection of proprietary information
11. Compliance with Laws: Obligations to comply with applicable laws, regulations, and industry standards
12. Force Majeure: Provisions for unforeseen circumstances affecting performance obligations
13. Dispute Resolution: Procedures for resolving disputes, choice of law, and jurisdiction
14. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Forecasting and Planning: Demand forecasting and capacity planning provisions for high-volume supply arrangements
2. Exclusivity Provisions: Terms regarding exclusive supply arrangements and territorial restrictions
3. Sustainability Requirements: Environmental and social responsibility obligations including ESG compliance
4. Insurance Requirements: Specific insurance coverage requirements and minimum coverage amounts
5. Business Continuity: Disaster recovery and business continuity planning requirements
6. Change Control: Procedures for managing changes to specifications, processes, or requirements
1. Product Specifications Schedule: Detailed technical specifications of products or services to be supplied
2. Pricing Schedule: Detailed pricing information, calculations, and price adjustment mechanisms
3. Service Levels Schedule: Performance metrics, service level requirements, and related penalties/remedies
4. Quality Control Procedures: Detailed quality control processes, testing requirements, and acceptance criteria
5. Key Personnel Schedule: List of key contacts, responsible personnel, and escalation procedures
6. Compliance Requirements Schedule: Detailed regulatory and compliance obligations specific to the industry
7. Form of Purchase Order: Template purchase order document and related procedures
8. Manufacturing Facilities: List of approved manufacturing facilities and production locations
Authors
Applicable Laws
Business Day
Commencement Date
Confidential Information
Contract Year
Delivery Location
Delivery Schedule
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Performance Indicators
Minimum Order Quantity
Order
Price
Products
Product Specifications
Purchase Order
Quality Standards
Related Parties
Service Levels
Specifications
Supplier Personnel
Supply Schedule
Term
Territory
Third Party
Warranty Period
Working Hours
Acceptance Tests
Change Control Procedure
Disaster Recovery Plan
Environmental Requirements
Forecast
Inflation Index
Lead Time
Material Adverse Effect
Parent Company
Price Review Date
Quality Management System
Regulatory Approvals
Safety Stock
Sustainability Requirements
Technical Documentation
Transition Period
Volume Rebates
Ordering Process
Forecasting
Pricing and Payment
Delivery
Title and Risk
Quality Requirements
Product Specifications
Warranties
Service Levels
Performance Monitoring
Intellectual Property
Confidentiality
Data Protection
Compliance with Laws
Force Majeure
Term and Termination
Liability and Indemnification
Insurance
Business Continuity
Change Control
Dispute Resolution
Audit Rights
Anti-Corruption
Health and Safety
Environmental Compliance
Subcontracting
Assignment
Notices
Entire Agreement
Severability
Governing Law
Competition Law Compliance
Export Control
Exclusivity
Volume Commitments
Most Favored Nation
Research and Development
Tooling
Marketing and Promotion
Sustainability
Social Responsibility
Technology Transfer
Training
Transition Services
Parent Company Guarantee
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