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Master Supply Agreement
1. Parties: Identification of the supplier and customer entities, including registration details
2. Background: Context of the agreement and general business relationship
3. Definitions: Defined terms used throughout the agreement
4. Scope and Structure: Overview of supply arrangement and hierarchy of documents
5. Ordering Process: Procedures for placing and accepting orders
6. Delivery Terms: Delivery obligations, timing, and Incoterms
7. Price and Payment: Pricing structure, payment terms, invoicing, and late payment consequences
8. Quality Requirements: Quality standards, specifications, and quality control procedures
9. Warranties: Product/service warranties and quality guarantees
10. Liability and Indemnification: Allocation of risks and liability limitations
11. Term and Termination: Duration, renewal, and termination provisions
12. Confidentiality: Protection of confidential information
13. Force Majeure: Handling of events beyond parties' reasonable control
14. Governing Law and Jurisdiction: Danish law application and dispute resolution
15. General Provisions: Standard boilerplate clauses including assignment, severability, etc.
1. Minimum Purchase Commitments: Include when customer agrees to minimum volume or value commitments
2. Exclusivity: Include when there are exclusive supply or territorial restrictions
3. Data Protection: Required when personal data processing is involved
4. Intellectual Property Rights: Include when IP rights are being licensed or transferred
5. Insurance: Include when specific insurance requirements are needed
6. Compliance with Laws: Include when specific regulatory compliance needs emphasis
7. Environmental Requirements: Include for environmentally sensitive products or services
8. Change Control: Include when formal process for changes is required
9. Service Levels: Include when specific performance metrics apply
10. Business Continuity: Include for critical supply relationships
1. Product Specifications: Detailed technical specifications of products
2. Pricing Schedule: Detailed pricing, including any volume discounts or price adjustment mechanisms
3. Service Level Agreement: Detailed service levels and related penalties/remedies
4. Quality Requirements: Detailed quality standards and testing procedures
5. Ordering Procedure: Detailed process flow for ordering and order acceptance
6. Key Contacts: List of key personnel and escalation procedures
7. Data Processing Agreement: GDPR-compliant terms for personal data processing
8. Form of Purchase Order: Template for individual purchase orders
9. Business Continuity Plan: Detailed continuity and disaster recovery procedures
10. Approved Subcontractors: List of pre-approved subcontractors if relevant
Authors
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