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1. Parties: Identification and details of the seller and buyer, including registered addresses and company details
2. Background: Context of the transaction and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase: Core agreement to sell and purchase the goods, including description and quantity
5. Price and Payment: Purchase price, payment terms, method of payment, and invoicing requirements
6. Delivery: Delivery terms, timing, location, and Incoterms if applicable
7. Title and Risk: Transfer of ownership and risk in the goods
8. Quality and Warranties: Quality standards, specifications, and warranties regarding the goods
9. Inspection and Acceptance: Procedures for inspecting and accepting the goods
10. Term and Termination: Duration of agreement and circumstances allowing termination
11. Liability and Indemnification: Limitations of liability and indemnification obligations
12. Force Majeure: Events excusing performance and procedures for handling such events
13. Confidentiality: Protection of confidential information exchanged during the transaction
14. Governing Law and Jurisdiction: Application of Dutch law and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. CISG Opt-out: Section explicitly excluding application of the UN Convention on Contracts for the International Sale of Goods (if desired)
2. Insurance: Requirements for insurance coverage during transit or storage, used when high-value goods are involved
3. Intellectual Property: Protection of IP rights, needed when goods involve patents, trademarks, or other IP
4. Export Controls: Compliance with export regulations, required for international sales or restricted goods
5. Data Protection: GDPR compliance provisions, needed when personal data is processed
6. After-Sales Service: Maintenance, support, or repair obligations, relevant for technical or complex goods
7. Returns and Recalls: Procedures for product returns or recalls, important for consumer goods or regulated products
8. Training and Documentation: Requirements for product training or documentation, needed for technical equipment
9. Security Interest: Creation of security interest in goods until full payment, useful for high-value transactions
1. Product Specifications: Detailed technical specifications and requirements for the goods
2. Pricing Schedule: Detailed pricing information, including any volume discounts or price adjustment mechanisms
3. Delivery Schedule: Specific delivery dates, locations, and quantities for multiple deliveries
4. Quality Standards: Detailed quality requirements, testing procedures, and acceptance criteria
5. Warranty Terms: Detailed warranty terms, conditions, and claim procedures
6. Service Level Agreement: Performance metrics and service levels for after-sales support if applicable
7. Form of Purchase Order: Template for purchase orders to be used under the agreement
8. Authorized Representatives: List of authorized representatives for both parties
Manufacturing
Retail
Wholesale Trade
Agriculture
Technology
Automotive
Electronics
Consumer Goods
Industrial Equipment
Food and Beverage
Textiles
Construction Materials
Chemical Products
Medical Supplies
Energy
Legal
Procurement
Sales
Commercial
Supply Chain
Operations
Business Development
Contract Management
Trade Compliance
Finance
Legal Counsel
Procurement Manager
Sales Director
Commercial Manager
Supply Chain Manager
Contract Administrator
Business Development Manager
Operations Manager
Category Manager
General Counsel
Chief Commercial Officer
Purchasing Officer
Sales Manager
Trade Compliance Officer
Legal Director
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