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Framework Agreement Contract
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and general business relationship
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Scope of Agreement: General framework terms and nature of the business relationship
5. Duration and Termination: Term of the agreement, renewal provisions, and termination rights
6. Ordering Process: Procedures for placing and accepting orders under the framework
7. Prices and Payment Terms: General pricing principles, payment terms, and invoicing requirements
8. Service Levels: General performance standards and quality requirements
9. Obligations of the Parties: Core responsibilities and commitments of each party
10. Warranties and Representations: Standard guarantees and assertions made by each party
11. Liability and Indemnification: Risk allocation, limitations of liability, and indemnification obligations
12. Confidentiality: Protection of confidential information and trade secrets
13. Data Protection: GDPR compliance and data handling requirements
14. Force Majeure: Provisions for unforeseen circumstances and their handling
15. Governing Law and Jurisdiction: Application of Danish law and dispute resolution procedures
16. General Provisions: Miscellaneous legal provisions including assignment, notices, and amendments
1. Intellectual Property Rights: Required when framework involves licensing, technology transfer, or creation of intellectual property
2. Insurance Requirements: Include when specific insurance coverage is necessary for the services/goods provided
3. Compliance with Laws: Detailed section needed for heavily regulated industries or when specific regulatory compliance is crucial
4. Security Requirements: Important for agreements involving IT services or sensitive information
5. Environmental Requirements: Relevant for agreements with environmental impact or sustainability focus
6. Personnel and Subcontracting: Include when service delivery involves key personnel or subcontractor use
7. Audit Rights: Important for agreements requiring performance or compliance verification
8. Change Control: Necessary when framework needs formal processes for changes to services/products
1. Schedule 1 - Products/Services Description: Detailed description of products or services covered under the framework
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, rates, and any volume discounts
3. Schedule 3 - Service Levels and KPIs: Specific performance metrics and measurement methods
4. Schedule 4 - Ordering Procedure: Detailed process for placing and fulfilling orders
5. Schedule 5 - Technical Requirements: Specific technical specifications or requirements
6. Schedule 6 - Data Processing Agreement: Detailed GDPR-compliant data processing terms if applicable
7. Schedule 7 - Contact Details: Key contacts and escalation procedures
8. Schedule 8 - Form of Order: Template for individual orders under the framework
9. Appendix A - Insurance Requirements: Specific insurance coverage requirements and minimum levels
10. Appendix B - Approved Subcontractors: List of pre-approved subcontractors if applicable
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