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1. Parties: Identification and details of the supplier and buyer, including registration numbers and registered offices
2. Background: Context of the supply arrangement and general commercial intent of the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Supply of Goods: Core obligations regarding the supply of goods, including ordering process and acceptance procedures
5. Specifications and Quality: Detailed requirements for the goods, including quality standards and compliance with regulations
6. Delivery: Delivery terms, timing, location, and transfer of risk provisions
7. Price and Payment: Pricing structure, payment terms, invoicing requirements, and VAT provisions
8. Title and Risk: Transfer of ownership and risk in the goods
9. Warranties and Quality Assurance: Warranties regarding the goods, quality standards, and remedy procedures for defective goods
10. Liability and Indemnity: Allocation of risks and responsibilities between parties
11. Term and Termination: Duration of the agreement and circumstances allowing termination
12. Force Majeure: Provisions for circumstances beyond parties' reasonable control
13. Confidentiality: Protection of confidential information exchanged during the supply relationship
14. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Minimum Purchase Commitments: Used when buyer commits to minimum purchase volumes or values
2. Exclusive Supply Arrangements: Include when supplier is exclusive provider for specified goods or territories
3. Insurance: Detailed insurance requirements when high-value or high-risk goods are involved
4. Intellectual Property: Required when supplied goods involve patents, trademarks, or other IP rights
5. Export Control: Include for international supply arrangements or controlled goods
6. Storage and Handling: Important for goods requiring special storage conditions or handling
7. Performance Metrics: Used when specific KPIs or service levels apply to the supply
8. Product Recall: Essential for consumer goods or safety-critical products
9. Environmental Compliance: Include for goods subject to environmental regulations or sustainability requirements
1. Schedule 1 - Goods Specification: Detailed technical specifications and requirements for the goods
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts or price adjustment mechanisms
3. Schedule 3 - Delivery Locations: List of approved delivery locations and any specific delivery requirements
4. Schedule 4 - Quality Standards: Detailed quality requirements, testing procedures, and acceptance criteria
5. Schedule 5 - Service Levels: Performance metrics and measurement criteria if applicable
6. Schedule 6 - Form of Purchase Order: Standard form for ordering goods under the agreement
7. Appendix A - Technical Documentation: Product manuals, technical specifications, or certification documents
8. Appendix B - Compliance Certificates: Required regulatory or quality certifications for the goods
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