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Sole Supply Agreement

Sole Supply Agreement Template for New Zealand

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Key Requirements PROMPT example:

Sole Supply Agreement

"I need a Sole Supply Agreement for my manufacturing company to be the exclusive supplier of automotive parts to a major car manufacturer in New Zealand, with minimum purchase commitments and quality control requirements for a five-year term starting March 2025."

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Document background
The Sole Supply Agreement is a crucial commercial document used when parties wish to establish an exclusive supply relationship in New Zealand. This agreement is particularly relevant when a purchaser wants to secure a reliable, exclusive source of products or services, or when a supplier seeks to establish a guaranteed market for their products. The document addresses key commercial terms including exclusivity provisions, minimum purchase commitments, pricing structures, quality standards, and delivery requirements. It ensures compliance with New Zealand legislation, particularly the Commerce Act 1986 regarding competition law, the Contract and Commercial Law Act 2017, and other relevant statutes. The agreement is typically used in situations requiring long-term supply security, volume commitments, or strategic partnership arrangements between suppliers and purchasers.
Suggested Sections

1. Parties: Identification and details of the supplier and purchaser

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

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

4. Term and Renewal: Duration of the agreement, including commencement date and renewal provisions

5. Supply Obligations: Core obligations of the supplier, including exclusivity provisions and minimum supply commitments

6. Purchase Obligations: Core obligations of the purchaser, including minimum purchase commitments and exclusivity requirements

7. Ordering Process: Procedures for placing and accepting orders, lead times, and delivery terms

8. Price and Payment: Pricing structure, payment terms, invoicing requirements, and price review mechanisms

9. Quality and Specifications: Product quality requirements, specifications, and compliance standards

10. Delivery and Risk: Delivery terms, transfer of risk, and acceptance procedures

11. Warranties: Warranties regarding products, capacity to supply, and compliance with laws

12. Liability and Indemnities: Limitation of liability provisions and indemnification obligations

13. Termination: Grounds for termination, termination process, and consequences of termination

14. Force Majeure: Events beyond parties' control and their impact on obligations

15. Confidentiality: Protection of confidential information and trade secrets

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

Optional Sections

1. Insurance: Insurance requirements - include when high-value goods or significant risks are involved

2. Intellectual Property: IP rights and licenses - include when products involve patents, trademarks, or other IP

3. Business Continuity: Disaster recovery and business continuity requirements - include for critical supply relationships

4. Performance Metrics: KPIs and service levels - include when specific performance standards are crucial

5. Product Development: New product development and modifications - include when future product evolution is anticipated

6. Environmental Compliance: Environmental standards and sustainability requirements - include for environmentally sensitive products

7. Anti-corruption Compliance: Anti-bribery and corruption provisions - include for international supply relationships

8. Change Control: Process for managing changes to specifications or terms - include for complex products or relationships

Suggested Schedules

1. Schedule 1: Products and Specifications: Detailed list of products and their technical specifications

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

3. Schedule 3: Service Levels: Detailed performance metrics and service level requirements

4. Schedule 4: Quality Standards: Detailed quality requirements and testing procedures

5. Schedule 5: Ordering Procedure: Detailed ordering process, including forms and systems to be used

6. Schedule 6: Key Contacts: Contact details for key personnel from both parties

7. Appendix A: Form of Purchase Order: Template purchase order form

8. Appendix B: Product Handling Guidelines: Instructions for proper handling, storage, and transportation of products

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

Manufacturing

Retail

Healthcare

Pharmaceuticals

Food and Beverage

Technology

Automotive

Construction

Energy

Agriculture

Mining

Telecommunications

Relevant Teams

Procurement

Legal

Operations

Supply Chain

Commercial

Finance

Compliance

Risk Management

Contract Management

Vendor Management

Relevant Roles

Procurement Manager

Supply Chain Director

Commercial Manager

Legal Counsel

Contract Manager

Chief Operating Officer

Purchasing Director

Operations Manager

Supply Chain Manager

Business Development Manager

Category Manager

Vendor Manager

Chief Financial Officer

Commercial Director

General Counsel

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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