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Master Supply Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Master Supply Agreement

"I need a Master Supply Agreement for my Hong Kong manufacturing company to supply electronic components to buyers across Asia Pacific, with specific quality control requirements and compliance with international standards, planned to commence from March 2025."

Document background
The Master Supply Agreement serves as the primary contractual framework for establishing and managing long-term supply relationships in Hong Kong. This document is essential when parties anticipate an ongoing business relationship involving regular orders of goods, rather than one-off purchases. It provides comprehensive coverage of all aspects of the supply relationship, including ordering mechanisms, delivery terms, quality requirements, pricing structures, and risk allocation. The agreement is designed to comply with Hong Kong law, particularly the Sale of Goods Ordinance (Cap. 26) and related commercial legislation, while incorporating international best practices for supply chain management. It includes both standard terms that govern the overall relationship and flexible components (through schedules and appendices) that can be updated to reflect changing business needs without requiring a full contract renegotiation.
Suggested Sections

1. Parties: Identification of the supplier and buyer entities, including registered addresses and company numbers

2. Background: Context of the agreement and business relationship between the parties

3. Definitions and Interpretation: Defined terms, rules of interpretation, and hierarchy of documents

4. Supply Obligations: Core obligations of supplier to provide goods and buyer to purchase, including any minimum purchase commitments

5. Ordering Process: Procedures for placing, accepting, and fulfilling orders

6. Delivery and Acceptance: Terms for delivery, inspection, acceptance, and rejection of goods

7. Price and Payment: Pricing structure, payment terms, invoicing requirements, and price adjustment mechanisms

8. Quality and Warranties: Quality standards, specifications, and warranties for supplied goods

9. Title and Risk: Transfer of ownership and risk in the goods

10. Term and Termination: Duration of agreement, renewal provisions, and termination rights

11. Intellectual Property: IP ownership, licenses, and protection measures

12. Confidentiality: Protection and handling of confidential information

13. Liability and Indemnities: Allocation of risks, limitation of liability, and indemnification obligations

14. Force Majeure: Events excusing performance and consequences

15. Governing Law and Dispute Resolution: Choice of Hong Kong law and dispute resolution mechanisms

16. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement

Optional Sections

1. Compliance with Laws: Specific regulatory compliance obligations, used when operating in regulated industries or handling controlled goods

2. Insurance: Insurance requirements, included when specific coverage is needed due to high-value or high-risk supplies

3. Data Protection: Obligations regarding personal data handling, required when personal data is processed under the agreement

4. Environmental Requirements: Environmental standards and compliance, used for environmentally sensitive goods or when required by industry standards

5. Security Requirements: Security protocols for sensitive goods or information, included for high-security or sensitive supplies

6. Business Continuity: Business continuity and disaster recovery requirements, important for critical supply relationships

7. Anti-Corruption: Anti-bribery and corruption provisions, particularly important for international trade or public sector supplies

8. Change Control: Formal process for changes to specifications or terms, useful for complex or technical supply arrangements

9. Service Levels: Performance metrics and remedies, included when specific performance standards are critical

10. Sustainability Requirements: Sustainability and ethical sourcing obligations, increasingly important for ESG compliance

Suggested Schedules

1. Schedule 1 - Goods Specification: Detailed technical specifications of goods to be supplied

2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts or special pricing mechanisms

3. Schedule 3 - Order Form Template: Standard form for placing orders under the agreement

4. Schedule 4 - Service Levels and KPIs: Detailed performance metrics and measurement methodology

5. Schedule 5 - Approved Subcontractors: List of pre-approved subcontractors or suppliers

6. Schedule 6 - Quality Control Procedures: Detailed quality assurance and control processes

7. Schedule 7 - Contact Details: Key contacts and escalation procedures for both parties

8. Schedule 8 - Delivery Locations: Approved delivery locations and specific delivery requirements

9. Appendix A - Technical Requirements: Detailed technical requirements and standards for goods

10. Appendix B - Compliance Certificates: Required compliance certifications and standards

Authors

Alex Denne

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

Relevant legal definitions





















































Clauses









































Relevant Industries

Manufacturing

Retail

Technology

Electronics

Automotive

Pharmaceuticals

Food and Beverage

Textiles

Construction

Industrial Equipment

Consumer Goods

Chemical

Energy

Telecommunications

Healthcare

Relevant Teams

Legal

Procurement

Supply Chain

Operations

Finance

Compliance

Risk Management

Quality Assurance

Logistics

Commercial

Business Development

Vendor Management

Relevant Roles

Procurement Manager

Supply Chain Director

Commercial Director

Legal Counsel

Contract Manager

Chief Operating Officer

Purchasing Manager

Operations Manager

Quality Assurance Manager

Logistics Manager

Risk Manager

Compliance Officer

Finance Director

General Counsel

Business Development Manager

Vendor Management Director

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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