Master Supplier Agreement

Master Supplier Agreement Template for Denmark

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Document background

The Master Supplier Agreement serves as the primary contractual framework for businesses operating in or with Danish entities that require a structured approach to managing their supplier relationships. This document is particularly valuable when establishing long-term supply arrangements where multiple orders will be placed over time. It incorporates key requirements under Danish law and EU regulations, including provisions for GDPR compliance, payment terms under Danish legislation, and product liability requirements. The agreement typically forms part of a larger procurement framework and can be used in conjunction with purchase orders or statements of work for specific deliverables. The Master Supplier Agreement is designed to provide comprehensive protection while maintaining sufficient flexibility to accommodate changes in business requirements over time.

Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context of the agreement and business relationship

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

4. Scope of Agreement: Overview of services/goods to be provided and the framework nature of the agreement

5. Ordering Process: Procedures for placing and accepting orders under the agreement

6. Supplier Obligations: Core obligations of the supplier including quality, delivery, and performance standards

7. Customer Obligations: Core obligations of the customer including cooperation and access requirements

8. Prices and Payment: Pricing structure, payment terms, and invoicing requirements in accordance with Danish law

9. Quality and Compliance: Quality standards, compliance with laws, and industry standards

10. Intellectual Property Rights: Ownership and licensing of IP related to the goods/services

11. Confidentiality: Protection of confidential information and trade secrets

12. Data Protection: GDPR compliance and data processing obligations

13. Liability and Indemnification: Limitation of liability and indemnification provisions under Danish law

14. Force Majeure: Events excusing performance and related procedures

15. Term and Termination: Duration, renewal, and termination provisions

16. Consequences of Termination: Post-termination obligations and procedures

17. Governing Law and Jurisdiction: Danish law as governing law and jurisdiction for disputes

18. General Provisions: Standard boilerplate clauses including assignment, amendments, and notices

Optional Sections

1. Insurance: Specific insurance requirements - include when dealing with high-value goods or services with significant risks

2. Environmental Requirements: Environmental standards and compliance - include for suppliers of goods or services with environmental impact

3. Social Responsibility: CSR requirements - include when corporate social responsibility is a key concern

4. Security Requirements: IT and physical security requirements - include for suppliers with access to systems or premises

5. Business Continuity: Business continuity and disaster recovery requirements - include for critical suppliers

6. Audit Rights: Detailed audit provisions - include for suppliers where regular compliance checking is needed

7. Service Levels: Specific service level requirements and KPIs - include for service providers

8. Parent Company Guarantee: Guarantee from supplier's parent company - include for high-value contracts or financially risky suppliers

Suggested Schedules

1. Schedule 1 - Goods and Services Description: Detailed description of goods/services covered by the agreement

2. Schedule 2 - Pricing and Payment Terms: Detailed pricing structure, rates, and payment procedures

3. Schedule 3 - Service Levels and KPIs: Detailed service levels, performance metrics, and measurement methods

4. Schedule 4 - Technical Specifications: Technical requirements and specifications for goods/services

5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms and details

6. Schedule 6 - Approved Subcontractors: List of approved subcontractors and related requirements

7. Schedule 7 - Contract Managers and Escalation Procedure: Key contacts and issue escalation procedures

8. Schedule 8 - Form of Purchase Order: Template and requirements for purchase orders under the agreement

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