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1. Parties: Identification and details of buyer and seller, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, establishing the business relationship and purpose of the contract
3. Definitions: Key terms used throughout the agreement, including technical terms, industry-specific terminology, and defined contract concepts
4. Scope of Supply: Detailed description of goods/services being purchased, including quantities, specifications, and quality standards
5. Price and Payment Terms: Pricing details, payment schedule, currency, payment methods, and any applicable taxes or duties
6. Delivery Terms: Shipping arrangements, Incoterms rules, delivery timeline, and transfer of risk and title
7. Inspection and Acceptance: Procedures for inspection of goods, acceptance criteria, and rejection rights
8. Warranties: Product quality guarantees, warranty period, and warranty claim procedures
9. Limitation of Liability: Scope of liability, damage caps, and excluded types of damages
10. Governing Law and Jurisdiction: Applicable law, choice of jurisdiction, and dispute resolution mechanisms
1. Force Majeure: Provisions for unforeseen circumstances that prevent contract performance
2. Intellectual Property Rights: IP ownership, licenses, and protections when dealing with technical products or licensed materials
3. Export Controls: Compliance with export regulations and restrictions for controlled goods
4. Confidentiality: Protection of confidential information exchanged during the contract
5. Insurance: Insurance requirements and coverage obligations
6. Anti-Corruption Compliance: FCPA and other anti-corruption law compliance requirements
1. Schedule A - Product Specifications: Detailed technical specifications, drawings, and requirements of the goods
2. Schedule B - Pricing Schedule: Detailed breakdown of prices, payment milestones, and any price adjustment mechanisms
3. Schedule C - Delivery Schedule: Detailed timeline for deliveries, including any specific delivery requirements or milestones
4. Schedule D - Quality Requirements: Quality standards, testing procedures, and acceptance criteria
5. Schedule E - After-Sales Service: Terms for maintenance, spare parts, and technical support if applicable
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