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1. Parties: Identification and details of all parties to the agreement
2. Background: Context of the agreement and general intention of the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Subject Matter: Detailed description of the goods/services being purchased
5. Purchase Price: Price, payment terms, and payment schedule
6. Delivery Terms: Delivery schedule, location, and conditions
7. Quality and Specifications: Quality standards, specifications, and acceptance criteria
8. Warranties and Representations: Warranties regarding the goods/services and general representations of the parties
9. Title and Risk: Transfer of ownership and risk allocation
10. Term and Termination: Duration of agreement and termination provisions
11. Confidentiality: Protection of confidential information exchanged during the transaction
12. Governing Law and Jurisdiction: Confirmation of Malaysian law application and jurisdiction
13. Execution: Signature blocks and execution formalities
1. Intellectual Property Rights: Required when the purchase involves software, technology, or IP-protected items
2. Insurance: Include when specific insurance requirements are needed for high-value or high-risk items
3. Force Majeure: Important for long-term or high-value purchases where external events might impact performance
4. Compliance with Laws: Include when the goods/services are heavily regulated or require specific permits/licenses
5. Anti-Corruption: Important for high-value transactions or government-related purchases
6. Assignment and Subcontracting: Include when there's a possibility of rights transfer or subcontracting
7. Dispute Resolution: Include detailed arbitration or mediation procedures for high-value transactions
8. Change Control: Required for complex purchases where specifications might need future modification
1. Schedule 1 - Specification of Goods/Services: Detailed technical specifications and requirements
2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, including any variable components
3. Schedule 3 - Delivery Schedule: Detailed delivery timelines and milestones
4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures
5. Schedule 5 - Form of Acceptance Certificate: Template for formal acceptance of delivered goods/services
6. Schedule 6 - Service Level Requirements: Performance metrics and service levels (if applicable)
7. Appendix A - Required Documentation: List of documents required for the transaction
8. Appendix B - Contact Details: Key contact persons and their details for both parties
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