Framework Agreement Contract

Framework Agreement Contract for the United Kingdom

Framework Agreement Contract Template for England and Wales

A Framework Agreement Contract under English and Welsh law establishes a long-term arrangement between parties, setting out standard terms, conditions, and processes for future transactions. It creates a structure for subsequent call-off contracts without the need to repeatedly negotiate terms. The agreement typically includes pricing mechanisms, service levels, ordering procedures, and quality standards, while remaining compliant with UK competition law and sector-specific regulations.

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What is a Framework Agreement Contract?

The Framework Agreement Contract is designed for situations where parties anticipate multiple transactions over time but want to avoid repeated contract negotiations. This document, governed by English and Welsh law, provides a master agreement that sets out core terms, pricing structures, and operational procedures. It's particularly useful for complex supply chains, ongoing service provisions, or where multiple buyers may need to access the same commercial terms. The framework includes mechanisms for call-off contracts, performance monitoring, and dispute resolution, while ensuring compliance with UK regulatory requirements.

What sections should be included in a Framework Agreement Contract?

1. Parties: Identification and details of the contracting parties

2. Background: Context and purpose of the framework agreement

3. Definitions and Interpretation: Key terms and their meanings used throughout the agreement

4. Structure of the Framework: How the framework operates, including call-off procedures

5. Duration: Term of the framework agreement including extension options

6. Scope of Services/Goods: Description of services/goods covered by the framework

7. Ordering Process: Procedures for placing and accepting orders

8. Pricing and Payment: Price mechanisms, payment terms and invoicing

9. Performance Standards: Required service levels and quality standards

10. Termination: Circumstances and procedures for ending the agreement

What sections are optional to include in a Framework Agreement Contract?

1. TUPE Provisions: Employment transfer provisions - used when service provision may involve transfer of employees

2. Change Control: Procedures for managing changes to the agreement - used for complex or long-term arrangements

3. Parent Company Guarantee: Additional financial security provisions - used when supplier's financial standing requires additional security

4. KPI Regime: Detailed performance measurement metrics - used for service-heavy frameworks requiring detailed performance monitoring

What schedules should be included in a Framework Agreement Contract?

1. Schedule 1 - Services/Goods Specification: Detailed description of services/goods covered

2. Schedule 2 - Pricing Schedule: Detailed pricing structure and mechanisms

3. Schedule 3 - Call-off Terms and Conditions: Standard terms for individual orders under the framework

4. Schedule 4 - Order Form Template: Standard form for placing orders

5. Schedule 5 - Service Levels: Detailed performance requirements and measurements

6. Schedule 6 - TUPE Information: Employee information and transfer provisions

7. Schedule 7 - Data Processing Agreement: GDPR compliance and data handling requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok��˰� | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Cost

Free to use

Relevant legal definitions

Clauses

Relevant Industries

Information Technology
Construction
Professional Services
Healthcare
Manufacturing
Public Sector
Telecommunications
Facilities Management
Energy
Financial Services

Relevant Teams

Legal
Procurement
Commercial
Finance
Operations
Supply Chain
Compliance
Risk Management
Business Development
Strategic Planning

Relevant Roles

Procurement Director
Commercial Manager
Legal Counsel
Contract Manager
Operations Director
Supply Chain Manager
Category Manager
Chief Financial Officer
Vendor Manager
Business Development Director

Industries

Contract Law Fundamentals: Core principles from Common Law regarding contract formation, Law of Property (Miscellaneous Provisions) Act 1989, Unfair Contract Terms Act 1977, and Consumer Rights Act 2015 for B2C relationships

Commercial Law: Commercial Agents (Council Directive) Regulations 1993 and Late Payment of Commercial Debts (Interest) Act 1998 governing business relationships and payment terms

Competition Law: Competition Act 1998, Enterprise Act 2002, and post-Brexit UK Competition Rules ensuring fair market practices and preventing anti-competitive behavior

Data Protection Legislation: UK GDPR and Data Protection Act 2018 governing the handling and processing of personal data within the agreement

Services Legislation: Supply of Goods and Services Act 1982 and Services Regulation 2009 governing the provision of services under the framework agreement

Electronic Commerce Laws: Electronic Communications Act 2000 and Electronic Commerce (EC Directive) Regulations 2002 governing electronic transactions and communications

Industry-Specific Regulations: Relevant sector-specific regulations and compliance requirements that may apply to the particular industry or business sector

Public Procurement Rules: Regulations governing public sector procurement if the framework agreement involves public sector entities

International Trade Laws: Relevant international trade regulations and requirements for cross-border framework agreements

Employment Law: Employment regulations and TUPE considerations if the framework agreement involves staff transfers or employment matters

Intellectual Property Laws: Laws governing the protection and use of intellectual property rights within the framework agreement

Modern Slavery Act 2015: Requirements regarding modern slavery and human trafficking statements and compliance in supply chains

Bribery Act 2010: Anti-corruption and bribery compliance requirements affecting commercial relationships and business conduct

Relevant Case Law: Precedents from court decisions establishing principles for contract interpretation and framework agreement implementation

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Download a Standard Template

What is a Framework Agreement Contract?

What sections should be included in a Framework Agreement Contract?

What sections are optional to include in a Framework Agreement Contract?

What schedules should be included in a Framework Agreement Contract?

Authors

Alex Denne

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