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Framework Agreement Contract for the Netherlands

Framework Agreement Contract Template for Netherlands

A Framework Agreement Contract under Dutch law establishes a long-term contractual relationship between parties, setting out the general terms and conditions that will govern future transactions or specific contracts (call-offs). This agreement, governed by the Dutch Civil Code (Burgerlijk Wetboek), provides a structured approach to recurring business relationships while maintaining flexibility for specific orders. It includes comprehensive provisions for pricing, quality standards, ordering procedures, and performance requirements, while ensuring compliance with both Dutch national law and relevant EU regulations. The document serves as a master agreement that streamlines future transactions and reduces negotiation time for subsequent specific contracts.

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Framework Agreement Contract

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What is a Framework Agreement Contract?

The Framework Agreement Contract is designed for situations where parties anticipate an ongoing business relationship with multiple transactions over time. This document type is particularly valuable in the Dutch legal context, where it provides a stable foundation for commercial relationships while adhering to both Dutch Civil Code requirements and EU regulations. The agreement typically includes detailed provisions for ordering procedures, pricing mechanisms, quality standards, and performance requirements, while maintaining flexibility for specific transaction details to be agreed upon in subsequent call-off contracts. It is commonly used when organizations need to establish standardized terms for recurring purchases or services, reducing transaction costs and negotiation time for future dealings. The Framework Agreement Contract is especially useful in complex supply chains, long-term service arrangements, or when dealing with multiple stakeholders where consistency and efficiency in contracting are essential.

What sections should be included in a Framework Agreement Contract?

1. Parties: Identification and details of the contracting parties

2. Background: Context of the agreement and general commercial intent of the parties

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Agreement: Parameters of the framework and types of goods/services covered

5. Duration and Termination: Term of the framework agreement and termination provisions

6. Call-off Procedures: Process for placing and accepting orders under the framework

7. Pricing and Payment Terms: General pricing principles and payment mechanisms

8. Quality Standards: Minimum quality requirements for goods/services

9. Performance Obligations: Key obligations of both parties under the framework

10. Liability and Indemnification: Allocation of risks and liability between parties

11. Confidentiality: Protection of confidential information

12. Force Majeure: Provisions for unforeseen circumstances

13. Governing Law and Jurisdiction: Application of Dutch law and jurisdiction

14. General Provisions: Standard boilerplate clauses including notices, amendments, etc.

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

1. Exclusivity: Used when parties agree to exclusive arrangements

2. Intellectual Property Rights: Include when IP rights are relevant to the goods/services

3. Data Protection: Required when personal data processing is involved

4. Insurance Requirements: Include for high-risk or high-value frameworks

5. Environmental Compliance: Include when environmental standards are crucial

6. Anti-Corruption and Sanctions: Include for international frameworks or high-risk sectors

7. Change Control: Include for complex or long-term frameworks

8. Service Levels: Include when specific performance metrics are required

9. Staff and Key Personnel: Include when specific personnel are crucial to performance

10. Bank Guarantees: Include when financial security is required

What schedules should be included in a Framework Agreement Contract?

1. Schedule 1 - Goods and Services Description: Detailed specification of goods/services covered

2. Schedule 2 - Pricing Schedule: Detailed pricing structure, rates, and review mechanisms

3. Schedule 3 - Service Levels and KPIs: Detailed performance metrics and measurement criteria

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

5. Schedule 5 - Technical Requirements: Detailed technical specifications and standards

6. Schedule 6 - Implementation Plan: Timeline and process for framework implementation

7. Schedule 7 - Approved Subcontractors: List of pre-approved subcontractors if applicable

8. Schedule 8 - Data Processing Agreement: GDPR-compliant data processing terms if applicable

9. Appendix A - Contact Details: Key contacts for both parties

10. Appendix B - Reporting Requirements: Templates and timing for required reports

Authors

Alex Denne

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

Jurisdiction

Netherlands

Cost

Free to use
Relevant legal definitions






























































Clauses














































Relevant Industries

Manufacturing

Technology

Professional Services

Healthcare

Construction

Retail

Energy

Telecommunications

Financial Services

Logistics

Public Sector

Information Technology

Pharmaceutical

Automotive

Consumer Goods

Relevant Teams

Legal

Procurement

Commercial

Supply Chain

Operations

Finance

Sales

Compliance

Risk Management

Contract Management

Vendor Management

Business Development

Relevant Roles

Procurement Manager

Legal Counsel

Commercial Director

Supply Chain Manager

Contract Manager

Business Development Manager

Operations Director

Chief Financial Officer

Purchasing Officer

Vendor Manager

Sales Director

General Counsel

Risk Manager

Compliance Officer

Project Manager

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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