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Enterprise Framework Agreement

Enterprise Framework Agreement Template for Netherlands

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Key Requirements PROMPT example:

Enterprise Framework Agreement

"I need an Enterprise Framework Agreement for providing IT consulting and cloud services to European clients, with specific focus on GDPR compliance and data protection, to be effective from March 2025."

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Document background
The Enterprise Framework Agreement is designed for situations where two or more enterprises intend to establish a long-term business relationship under Dutch law. It provides a master set of terms and conditions that will govern future transactions, whether for services, goods, or both. This type of agreement is particularly useful when parties anticipate multiple transactions or ongoing services and want to avoid negotiating terms repeatedly. The document includes comprehensive provisions for ordering procedures, pricing mechanisms, service levels, risk allocation, and governance structures, all compliant with Dutch civil law and EU regulations. It typically consists of a main agreement supported by various schedules that can be updated over time without revising the entire framework. This approach provides both legal certainty and commercial flexibility, making it suitable for complex business relationships where detailed operational procedures need to be balanced with high-level commercial terms.
Suggested Sections

1. Parties: Identification of the contracting parties, including full legal names, registration numbers, and registered addresses

2. Background: Context of the agreement, relationship between parties, and general purpose of the framework

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Structure and Scope: Overview of framework structure, hierarchy of documents, and scope of services/goods covered

5. Term and Termination: Duration of the framework, renewal provisions, and termination rights

6. Ordering Process: Procedures for placing, accepting, and fulfilling orders under the framework

7. Prices and Payment: General pricing principles, payment terms, invoicing requirements, and price adjustment mechanisms

8. Performance Standards: General quality standards, service levels, and performance requirements

9. Intellectual Property Rights: Ownership and usage rights of IP, including pre-existing and newly created IP

10. Confidentiality: Protection and handling of confidential information

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

12. Force Majeure: Definition and consequences of force majeure events

13. Governance: Contract management, escalation procedures, and relationship management

14. General Provisions: Standard boilerplate clauses including notices, amendments, assignment, and governing law

Optional Sections

1. Data Protection: Detailed GDPR compliance provisions, required if personal data processing is involved

2. Information Security: Security requirements and standards, needed for technology or data-intensive services

3. Business Continuity: Business continuity and disaster recovery requirements, important for critical services

4. Environmental Requirements: Environmental standards and sustainability requirements, relevant for goods supply or environmentally sensitive services

5. Regulatory Compliance: Specific regulatory obligations, needed for regulated industries or activities

6. Parent Company Guarantee: Parent company performance guarantee provisions, useful when contracting with subsidiaries

7. Anti-Corruption: Anti-bribery and corruption provisions, particularly important for international arrangements

8. Insurance: Specific insurance requirements beyond standard coverage

Suggested Schedules

1. Schedule 1 - Services/Goods Description: Detailed description of services or goods covered under the framework

2. Schedule 2 - Pricing Schedule: Detailed pricing, including rate cards, volume discounts, and pricing mechanisms

3. Schedule 3 - Service Levels: Specific service levels, KPIs, and measurement methodologies

4. Schedule 4 - Operational Procedures: Detailed operational procedures, including ordering, delivery, and acceptance

5. Schedule 5 - Forms and Templates: Standard forms including order forms, change requests, and acceptance certificates

6. Schedule 6 - Key Personnel: Details of key personnel and roles from both parties

7. Schedule 7 - Technical Requirements: Technical specifications and requirements

8. Schedule 8 - Exit Plan: Transition and exit management procedures

9. Appendix A - Parent Company Guarantee Form: Standard form of parent company guarantee if required

10. Appendix B - Compliance Requirements: Detailed regulatory and compliance requirements

Authors

Alex Denne

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

alex.den.21@genieai.co
Relevant legal definitions






















































Clauses















































Relevant Industries

Information Technology

Professional Services

Manufacturing

Telecommunications

Financial Services

Healthcare

Energy and Utilities

Retail and Consumer Goods

Logistics and Supply Chain

Construction and Infrastructure

Relevant Teams

Legal

Procurement

Commercial

Operations

Finance

Risk and Compliance

Business Development

Vendor Management

Contract Management

Project Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Commercial Director

Procurement Director

Contract Manager

Legal Counsel

Commercial Manager

Operations Director

Account Manager

Risk Manager

Compliance Officer

Finance Director

Business Development Manager

Vendor Manager

Project 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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