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Commercial Supplier Agreement
"I need a Commercial Supplier Agreement under Indian law for a software development company providing IT services, with specific focus on data protection, intellectual property rights, and service level agreements, to be effective from March 2025."
1. Parties: Identifies and provides full legal details of the supplier and customer entities
2. Background: Sets out the context of the agreement and brief description of the business relationship
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Scope of Supply: Details the goods and/or services to be provided by the supplier
5. Term and Renewal: Specifies the duration of the agreement and any renewal provisions
6. Ordering Process: Outlines the procedure for placing and accepting orders
7. Delivery and Acceptance: Specifies delivery terms, timelines, and acceptance criteria
8. Price and Payment: Details the pricing structure, payment terms, and invoicing process
9. Quality Requirements: Sets out quality standards and specifications for the goods/services
10. Warranties and Representations: Lists warranties provided by both parties regarding their capacity and the goods/services
11. Liability and Indemnification: Defines the liability limitations and indemnification obligations
12. Confidentiality: Establishes obligations regarding confidential information
13. Intellectual Property Rights: Addresses ownership and usage rights of intellectual property
14. Termination: Specifies circumstances and process for contract termination
15. Force Majeure: Addresses unforeseeable circumstances preventing contract performance
16. Governing Law and Jurisdiction: Specifies applicable law and jurisdiction for dispute resolution
17. General Provisions: Contains standard boilerplate clauses including notices, assignment, and entire agreement
1. Insurance: Required when specific insurance coverage needs to be maintained by either party
2. Data Protection: Necessary when personal data processing is involved in the supply relationship
3. Compliance with Laws: Detailed section needed when specific regulatory compliance is crucial
4. Environmental Requirements: Important for supplies involving environmental considerations or hazardous materials
5. Business Continuity: Required for critical supplies where service continuation is essential
6. Security Requirements: Necessary when supplier requires access to customer systems or facilities
7. Anti-Corruption and Ethics: Important for high-value contracts or when dealing with government entities
8. Change Control: Required for long-term agreements where changes to specifications may be needed
9. Service Levels: Necessary when specific performance metrics need to be maintained
10. Parent Company Guarantee: Required when additional financial security is needed from supplier's parent company
1. Schedule 1 - Goods and Services Specification: Detailed technical specifications of goods/services to be supplied
2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, rates, and any volume discounts
3. Schedule 3 - Service Levels and KPIs: Specific performance metrics and measurement criteria
4. Schedule 4 - Form of Purchase Order: Template for placing orders under the agreement
5. Schedule 5 - Delivery Locations: List of approved delivery locations and specific requirements
6. Schedule 6 - Contact Details: Key contact persons and escalation matrix for both parties
7. Schedule 7 - Quality Standards: Detailed quality requirements and testing procedures
8. Schedule 8 - Form of Change Order: Template for documenting agreed changes to specifications
9. Appendix A - Insurance Requirements: Detailed insurance coverage requirements and minimum limits
10. Appendix B - Compliance Requirements: Specific regulatory or industry compliance requirements
Authors
Manufacturing
Technology
Retail
Automotive
Pharmaceuticals
Consumer Goods
Industrial Equipment
Electronics
Telecommunications
Food and Beverage
Logistics
Healthcare
Construction
Energy
Chemical
Procurement
Legal
Finance
Operations
Supply Chain
Commercial
Quality Assurance
Risk Management
Compliance
Vendor Management
Contract Administration
Procurement Manager
Supply Chain Director
Legal Counsel
Commercial Director
Chief Financial Officer
Operations Manager
Quality Assurance Manager
Contract Manager
Vendor Manager
Risk Manager
Compliance Officer
Finance Director
Head of Operations
Category Manager
Chief Operating Officer
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