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Frame Agreement for Austria

Frame Agreement Template for Austria

An Austrian Frame Agreement is a comprehensive legal document that establishes the fundamental terms and conditions governing future contractual relationships between parties. Operating under Austrian law, particularly the Austrian Civil Code (ABGB) and Commercial Code (UGB), this agreement serves as a master contract that sets out the framework for subsequent individual contracts or purchase orders. It includes essential provisions for pricing mechanisms, service delivery, quality standards, and risk allocation, while maintaining flexibility for specific terms to be determined in future individual agreements. The document incorporates Austrian-specific legal requirements and EU regulations where applicable, particularly in areas such as data protection and consumer rights.

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What is a Frame Agreement?

The Frame Agreement is designed for businesses seeking to establish a long-term contractual relationship under Austrian law, where multiple transactions or services are anticipated over time. This document type is particularly valuable when parties expect to engage in repeated business interactions and wish to avoid negotiating complete contracts for each transaction. The Frame Agreement sets out the overarching terms and conditions, including general obligations, pricing principles, liability frameworks, and operational procedures, while leaving specific details to be determined in subsequent Individual Contracts. It ensures compliance with Austrian legal requirements, including the ABGB and UGB, while incorporating relevant EU regulations. This approach provides legal certainty and operational efficiency, making it especially suitable for ongoing business relationships in various sectors such as supply chain, services, or manufacturing.

What sections should be included in a Frame Agreement?

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

2. Background: Context of the agreement and brief description of the parties' intention to enter into a frame agreement

3. Definitions: Definitions of key terms used throughout the agreement, including 'Individual Contracts', 'Services/Products', and other relevant terms

4. Subject Matter of the Agreement: Overview of the frame agreement's purpose and scope, including the general nature of future Individual Contracts

5. Process for Individual Contracts: Procedures and requirements for forming Individual Contracts under the frame agreement

6. Duration and Termination: Term of the frame agreement, renewal provisions, and termination rights

7. Prices and Payment Terms: General pricing principles, payment terms, and invoicing procedures

8. General Obligations of the Parties: Core responsibilities and commitments of each party

9. Confidentiality: Provisions protecting confidential information exchanged under the agreement

10. Liability and Indemnification: Allocation of risks and responsibilities between the parties

11. Force Majeure: Provisions addressing unforeseeable circumstances preventing contract performance

12. Governing Law and Jurisdiction: Specification of Austrian law as governing law and jurisdiction for disputes

13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

What sections are optional to include in a Frame Agreement?

1. Intellectual Property Rights: Required when the frame agreement involves licensing, creation, or use of intellectual property

2. Data Protection: Necessary when personal data processing is involved, ensuring GDPR compliance

3. Quality Assurance: Important for agreements involving product supply or standardized services

4. Compliance with Laws: Detailed compliance obligations when operating in regulated industries

5. Insurance: Insurance requirements when services or products involve significant risks

6. Non-Competition: Restrictions on competitive activities, if relevant to the business relationship

7. Service Levels: When specific performance standards need to be maintained

8. Audit Rights: When one party requires rights to audit the other's compliance or performance

9. Subcontracting: Rules regarding the use of subcontractors in performing obligations

What schedules should be included in a Frame Agreement?

1. Schedule 1 - Pricing Schedule: Detailed pricing structure, including any volume discounts or pricing mechanisms

2. Schedule 2 - Service/Product Specifications: Detailed description of services or products covered by the agreement

3. Schedule 3 - Individual Contract Template: Standard form for Individual Contracts to be concluded under the frame agreement

4. Schedule 4 - Key Performance Indicators: Specific performance metrics and measurement methods

5. Schedule 5 - Contact Persons: List of authorized representatives and contact details for both parties

6. Schedule 6 - Technical Requirements: Technical specifications or requirements for products/services

7. Appendix A - Data Processing Agreement: Required GDPR compliance documentation if personal data is processed

8. Appendix B - Security Requirements: IT security or physical security requirements if applicable

Authors

Alex Denne

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

Jurisdiction

Austria

Publisher

Ƶ

Document Type

Agreement Contract

Cost

Free to use
Relevant legal definitions























































Clauses





















































Relevant Industries

Manufacturing

Information Technology

Professional Services

Logistics and Supply Chain

Telecommunications

Construction

Healthcare

Financial Services

Energy and Utilities

Retail and Distribution

Automotive

Consulting Services

Industrial Services

Software and Technology

Relevant Teams

Legal

Procurement

Commercial

Business Development

Operations

Supply Chain

Compliance

Risk Management

Sales

Finance

Contract Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Legal Counsel

Contract Manager

Procurement Manager

Commercial Director

Business Development Manager

Supply Chain Manager

Operations Director

Project Manager

Account Manager

Compliance Officer

Risk Manager

Sales 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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