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Development And Supply Agreement Template for Netherlands

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Key Requirements PROMPT example:

Development And Supply Agreement

"I need a Development and Supply Agreement for a software company developing custom AI modules for a manufacturing client, with development starting January 2025, including strong IP protection clauses and source code escrow provisions."

Document background
The Development And Supply Agreement is utilized when parties wish to combine product development activities with subsequent supply arrangements in a single contractual framework. This document is particularly relevant under Dutch law where a company requires both development services and ongoing supply of the resulting products. It typically includes detailed provisions for the development phase (including specifications, timelines, and acceptance criteria), followed by comprehensive supply terms (covering ordering, pricing, quality requirements, and delivery terms). The agreement is structured to comply with Dutch legal requirements, including relevant provisions of the Burgerlijk Wetboek and applicable EU regulations. It's commonly used in technology, manufacturing, and R&D-intensive sectors where custom product development leads to ongoing supply relationships.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement

2. Background: Context of the agreement, including the purpose of the development project and subsequent supply relationship

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

4. Development Phase: Terms governing the product development process, including timelines, specifications, and approval processes

5. Development Services: Detailed description of development work to be performed

6. Development Milestones: Key development targets, timelines, and acceptance criteria

7. Supply Terms: Terms governing the supply phase after successful development

8. Forecasting and Orders: Process for demand forecasting and placing orders

9. Pricing and Payment: Pricing structure, payment terms for both development and supply phases

10. Quality Requirements: Quality standards, testing procedures, and acceptance criteria

11. Intellectual Property Rights: Ownership and licensing of IP created during development and existing IP

12. Confidentiality: Protection of confidential information exchanged during the relationship

13. Warranties and Indemnities: Warranties for development services and supplied products, and related indemnities

14. Term and Termination: Duration of agreement and termination rights

15. General Provisions: Standard legal provisions including governing law, dispute resolution, and force majeure

Optional Sections

1. Exclusivity: Terms regarding exclusive development or supply relationship, used when parties agree to work exclusively

2. Minimum Purchase Commitments: Minimum order quantities or value commitments, included when supplier requires volume guarantees

3. Manufacturing License: Terms for licensing manufacturing rights, used when supplier will manufacture developed products

4. Regulatory Compliance: Specific regulatory requirements, included for regulated industries or products

5. Technology Transfer: Process for transferring technology to alternate suppliers, used when backup manufacturing is required

6. Change Control: Procedures for managing changes to specifications or processes, important for complex products

7. Service Level Agreement: Specific performance metrics and remedies, used for critical supply relationships

8. Environmental Requirements: Environmental standards and compliance, included for environmentally sensitive products or processes

Suggested Schedules

1. Product Specifications: Detailed technical specifications for the products to be developed and supplied

2. Development Plan: Detailed plan including timelines, resources, and methodologies for the development phase

3. Pricing Schedule: Detailed pricing information, including development costs and product pricing structure

4. Quality Agreement: Detailed quality requirements, testing procedures, and acceptance criteria

5. Service Levels: Detailed service level requirements and measurement criteria

6. Approved Subcontractors: List of approved subcontractors and their roles

7. Technical Documentation: Required technical documentation for the products

8. Form of Purchase Order: Template for purchase orders to be used during supply phase

9. Acceptance Test Procedures: Detailed procedures for testing and accepting developed products

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

Technology

Manufacturing

Pharmaceuticals

Automotive

Electronics

Chemical

Medical Devices

Aerospace

Consumer Goods

Industrial Equipment

Biotechnology

Software Development

Telecommunications

Clean Technology

Food and Beverage

Relevant Teams

Legal

Procurement

Research & Development

Supply Chain

Product Development

Quality Assurance

Technical Operations

Commercial

Manufacturing

Project Management

Innovation

Operations

Business Development

Relevant Roles

Chief Technology Officer

Procurement Manager

Research & Development Director

Supply Chain Manager

Legal Counsel

Commercial Director

Product Development Manager

Quality Assurance Manager

Technical Director

Contract Manager

Innovation Manager

Operations Director

Manufacturing Manager

Project Manager

Business Development Manager

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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