This Supplier Contract template is designed for use in commercial relationships where one party (the supplier) agrees to provide goods and/or services to another party (the customer) under Malaysian law. The document is particularly relevant for businesses operating in Malaysia or engaging with Malaysian entities, incorporating necessary provisions to comply with local regulations including the Contracts Act 1950, Sale of Goods Act 1957, and relevant commercial legislation. It is structured to address key aspects of the supply relationship including quality standards, delivery terms, payment conditions, and risk allocation, while providing flexibility to accommodate various types of goods and services. The agreement includes both mandatory provisions required under Malaysian law and commercial terms that reflect standard business practices in the Malaysian market.
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1. Parties: Identification and details of the supplier and customer, including registration numbers and registered addresses
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Supply Obligations: Core obligations of the supplier regarding the provision of goods/services
5. Quality Standards: Required quality standards, specifications, and compliance requirements
6. Ordering Process: Procedures for placing and accepting orders
7. Delivery Terms: Delivery timeframes, locations, and related obligations
8. Price and Payment: Pricing structure, payment terms, invoicing requirements, and tax considerations
9. Term and Termination: Duration of the agreement and circumstances for termination
10. Warranties: Warranties provided by the supplier regarding goods/services
11. Liability and Indemnity: Limitation of liability and indemnification obligations
12. Confidentiality: Protection of confidential information exchanged between parties
13. Force Majeure: Provisions for handling events beyond reasonable control
14. Governing Law: Specification of Malaysian law as governing law and jurisdiction
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Intellectual Property Rights: Include when the supply involves transfer or use of intellectual property
2. Exclusivity: Include when the supplier is granted exclusive rights or territories
3. Insurance: Include when specific insurance requirements are needed for high-value or high-risk supplies
4. Performance Metrics: Include when specific KPIs or service levels need to be maintained
5. Compliance with Laws: Include detailed compliance obligations for regulated industries or products
6. Environmental Requirements: Include for supplies with environmental impact or sustainability requirements
7. Security Requirements: Include when handling sensitive data or accessing customer systems
8. Staff and Subcontractors: Include when supplier personnel will work on customer sites or when subcontracting needs to be regulated
1. Schedule 1 - Goods/Services Specification: Detailed technical specifications of goods or services to be supplied
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, including any volume discounts or price adjustment mechanisms
3. Schedule 3 - Service Levels: Specific performance metrics and service level requirements
4. Schedule 4 - Order Form Template: Standard form for placing orders under the agreement
5. Schedule 5 - Delivery Locations: List of approved delivery locations and specific requirements
6. Schedule 6 - Contact Details: Key contact persons and escalation matrix for both parties
7. Schedule 7 - Special Terms: Any special terms or requirements specific to certain products or services
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Retail
Construction
Healthcare
Automotive
Electronics
Food and Beverage
Telecommunications
Energy
Logistics
Professional Services
Relevant Teams
Procurement
Legal
Operations
Finance
Supply Chain
Compliance
Risk Management
Commercial
Vendor Management
Business Development
Relevant Roles
Procurement Manager
Supply Chain Director
Commercial Director
Legal Counsel
Contract Manager
Operations Manager
Chief Financial Officer
Purchasing Officer
Vendor Manager
Risk Manager
Compliance Officer
Business Development Manager
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