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Material Supply Agreement
I need a Material Supply Agreement governed by Swiss law for supplying pharmaceutical-grade raw materials to multiple manufacturing facilities across Switzerland, with strict quality control requirements and FDA compliance provisions, to be effective from March 2025.
1. Parties: Identification of the supplier and buyer with full legal entity details
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Supply Obligations: Core obligations of the supplier including material specifications, quantities, and quality standards
5. Ordering Process: Procedures for placing and accepting orders, including lead times and minimum order quantities
6. Delivery Terms: Delivery conditions, Incoterms, packaging requirements, and transfer of risk
7. Price and Payment: Pricing structure, payment terms, invoicing procedures, and price adjustment mechanisms
8. Quality Requirements: Quality standards, testing procedures, and acceptance criteria
9. Warranties: Warranties regarding material quality, fitness for purpose, and compliance with specifications
10. Term and Termination: Duration of the agreement and circumstances for termination
11. Liability and Indemnification: Allocation of risks and responsibilities between parties
12. Force Majeure: Provisions for handling events beyond parties' reasonable control
13. Confidentiality: Protection of confidential information exchanged during the business relationship
14. Governing Law and Jurisdiction: Confirmation of Swiss law application and dispute resolution procedures
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Exclusivity: Used when supplier or buyer requires exclusive rights in specific territories or for specific materials
2. Compliance with Laws: Detailed compliance obligations when dealing with regulated materials or industries
3. Insurance: Specific insurance requirements beyond standard coverage
4. Environmental Compliance: Special environmental obligations for hazardous or regulated materials
5. Security of Supply: Additional provisions for critical materials requiring supply guarantees
6. Intellectual Property: When materials involve patented processes or protected technology
7. Export Control: For materials subject to export control regulations
8. Bank Guarantee: When financial security is required for large volume or critical supplies
1. Schedule 1 - Material Specifications: Detailed technical specifications of materials to be supplied
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, including volume discounts and price adjustment formulas
3. Schedule 3 - Quality Standards and Testing Procedures: Detailed quality requirements and testing methodologies
4. Schedule 4 - Delivery Locations and Contact Details: List of delivery points and key contact persons
5. Schedule 5 - Service Level Agreement: Specific performance metrics and service levels
6. Schedule 6 - Safety Data Sheets: Required for materials with safety considerations
7. Schedule 7 - Order Form Template: Standard form for placing orders
8. Schedule 8 - Compliance Certificates: Required compliance and quality certifications
Authors
Manufacturing
Chemical Industry
Pharmaceutical
Electronics
Automotive
Construction
Industrial Equipment
Food and Beverage
Textiles
Medical Devices
Aerospace
Energy
Raw Materials Processing
Legal
Procurement
Supply Chain
Operations
Quality Assurance
Logistics
Production
Compliance
Risk Management
Commercial
Finance
Technical Operations
Procurement Manager
Supply Chain Director
Legal Counsel
Commercial Director
Operations Manager
Quality Assurance Manager
Purchasing Officer
Contract Manager
Production Manager
Logistics Manager
Compliance Officer
Risk Manager
Chief Operating Officer
Materials Manager
Vendor Relations Manager
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