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1. Parties: Identification of supplier and purchaser with full legal names and addresses
2. Background: Context of the agreement, brief description of the parties' businesses and purpose of the arrangement
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Supply Obligations: Core obligations of supplier to provide modules meeting specified requirements
5. Ordering Process: Procedures for placing and accepting orders, including lead times and forecasting requirements
6. Price and Payment: Pricing structure, payment terms, invoicing requirements, and any price adjustment mechanisms
7. Delivery and Risk: Delivery terms, transfer of risk, packaging requirements, and shipping documentation
8. Quality Requirements: Quality standards, testing procedures, acceptance criteria, and rejection rights
9. Warranties: Product warranties, quality guarantees, and warranty claim procedures
10. Intellectual Property: IP ownership, licenses, and infringement protections
11. Confidentiality: Protection of confidential information and trade secrets
12. Term and Termination: Duration of agreement, renewal provisions, and termination rights
13. Liability and Indemnity: Limitation of liability, indemnification obligations, and insurance requirements
14. Force Majeure: Events excusing performance and procedures for handling force majeure situations
15. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law
1. Change Control: Procedures for managing changes to specifications or requirements - include if modules are likely to evolve or be customized
2. Environmental Compliance: Environmental standards and disposal requirements - include if modules contain hazardous materials or are subject to environmental regulations
3. Installation Services: Terms governing installation of modules - include if supplier provides installation services
4. Training and Support: Training and technical support provisions - include if ongoing support is required
5. Spare Parts: Terms for supply of spare parts and maintenance - include for complex modules requiring ongoing maintenance
6. Export Control: Export compliance requirements - include for international transactions
7. Customs and Import Duties: Allocation of customs responsibilities and costs - include for cross-border supplies
8. Source Code Escrow: Source code protection provisions - include if modules contain software components
9. Performance Bonds: Requirements for performance security - include for high-value or critical supplies
10. Exclusivity: Exclusive supply or purchase obligations - include if parties agree to exclusive arrangement
1. Schedule 1 - Module Specifications: Detailed technical specifications of the modules
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including volume discounts and price adjustment mechanisms
3. Schedule 3 - Quality Standards and Testing Procedures: Specific quality requirements and testing protocols
4. Schedule 4 - Service Levels: Performance metrics and service level requirements
5. Schedule 5 - Order Form Template: Standard form for placing orders under the agreement
6. Schedule 6 - Acceptance Test Criteria: Detailed criteria for acceptance testing of modules
7. Schedule 7 - Warranty Terms: Detailed warranty terms and claim procedures
8. Appendix A - Contact Details: Key contacts for both parties for various purposes
9. Appendix B - Required Certifications: List of required regulatory or industry certifications
10. Appendix C - Approved Subcontractors: List of approved subcontractors or manufacturing facilities
Electronics Manufacturing
Automotive Industry
Telecommunications
Industrial Automation
Consumer Electronics
Medical Devices
Renewable Energy
Defense and Aerospace
Smart Manufacturing
Internet of Things (IoT)
Construction and Engineering
Transportation Systems
Building Automation
Technology Hardware
Procurement
Supply Chain
Operations
Legal
Engineering
Quality Assurance
Product Development
Manufacturing
Technical Operations
Commercial
Sourcing
Vendor Management
Contract Management
Production
Procurement Manager
Supply Chain Director
Chief Technology Officer
Operations Manager
Quality Assurance Manager
Technical Director
Commercial Director
Contract Manager
Manufacturing Manager
Project Manager
Product Development Manager
Sourcing Specialist
Legal Counsel
Chief Operating Officer
Vendor Manager
Engineering Manager
Production Manager
Supply Chain Analyst
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