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Framework Agreement
I need a framework agreement for a collaborative project between two companies, outlining the scope of work, responsibilities, and deliverables for each party. The agreement should include confidentiality clauses, a dispute resolution mechanism, and a termination clause with a 30-day notice period.
What is a Framework Agreement?
A Framework Agreement sets up the basic terms for future contracts between parties, creating a foundation they can build on later. Think of it as a master agreement that saves time and effort by establishing standard conditions, pricing structures, and delivery terms upfront.
Common in Indian public procurement and corporate dealings, these agreements help streamline repeat business without negotiating everything from scratch each time. They're particularly useful for government tenders under the GFR 2017 guidelines and for businesses needing regular supplies or services over extended periods. The initial agreement typically runs for 2-3 years, with specific orders placed through shorter 'call-off' contracts.
When should you use a Framework Agreement?
Framework Agreements make perfect sense when your organization needs regular supplies or services but can't predict exact quantities or timing. They're especially valuable for government departments following GFR procurement rules, or private companies managing long-term vendor relationships in India.
Use them to lock in favorable terms and prices for repeat purchases, like IT equipment, office supplies, or consulting services. They save time and money by eliminating repeated negotiations and tender processes. They're also ideal when coordinating multiple buyers across different departments or locations - common in large corporations and public sector organizations operating under Indian procurement laws.
What are the different types of Framework Agreement?
- Collaboration Framework Agreement: Ideal for joint projects between organizations, outlining shared resources and responsibilities
- Framework Supply Agreement: Focuses on recurring product deliveries, with flexible quantities and scheduling
- Commercial Framework Agreement: Used for complex business relationships involving multiple services or products
- Cooperation Framework Agreement: Designed for strategic partnerships and knowledge sharing between entities
- Contract Framework Agreement: Sets master terms for subsequent specific contracts, common in government procurement
Who should typically use a Framework Agreement?
- Government Departments: Use Framework Agreements extensively for recurring procurement needs, especially under GFR guidelines
- Public Sector Units: Implement these agreements for standardized purchasing across multiple locations or divisions
- Corporate Legal Teams: Draft and customize agreements to match specific business requirements and compliance needs
- Procurement Officers: Manage the tendering process and oversee supplier selection within the agreement's terms
- Supplier Organizations: Participate as vendors, providing goods or services under pre-agreed terms and conditions
- External Legal Counsel: Review and advise on complex framework structures, especially for cross-border arrangements
How do you write a Framework Agreement?
- Identify Parties: Gather complete legal names, addresses, and authorized signatories of all participating organizations
- Define Scope: List specific products or services covered, expected quantities, and delivery timeframes
- Pricing Structure: Document rate cards, volume discounts, and price adjustment mechanisms
- Performance Metrics: Outline quality standards, delivery timelines, and service level expectations
- Compliance Check: Review relevant Indian procurement laws and industry-specific regulations
- Use Our Platform: Generate a legally-sound Framework Agreement template that ensures all essential elements are included
- Internal Review: Have key stakeholders validate commercial terms and operational requirements
What should be included in a Framework Agreement?
- Parties and Purpose: Complete legal names, registered addresses, and clear statement of agreement objectives
- Term and Renewal: Duration of agreement, extension conditions, and notice periods for changes
- Pricing Structure: Detailed rate cards, payment terms, and price revision mechanisms
- Service Specifications: Clear scope of work, delivery schedules, and quality standards
- Termination Rights: Grounds for ending the agreement and consequences thereof
- Dispute Resolution: Arbitration procedures under Indian Arbitration Act
- Governing Law: Explicit mention of Indian jurisdiction and applicable regulations
- Force Majeure: Events beyond reasonable control and their impact on obligations
What's the difference between a Framework Agreement and a Business Acquisition Agreement?
Framework Agreements differ significantly from Business Acquisition Agreements in their purpose and scope. While Framework Agreements establish ongoing terms for future transactions, Business Acquisition Agreement handles a single, complete transfer of business ownership.
- Duration and Usage: Framework Agreements typically run for multiple years with repeated transactions, while Business Acquisition Agreements conclude after the one-time transfer
- Flexibility: Framework Agreements allow for adjustable quantities and delivery schedules; Business Acquisition Agreements have fixed terms and a definite closing date
- Price Structure: Framework Agreements often include rate cards and volume-based pricing; Business Acquisition Agreements specify a final purchase price with payment terms
- Regulatory Context: Framework Agreements follow Indian procurement rules and GFR guidelines; Business Acquisition Agreements must comply with Companies Act and competition laws
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