This Supply Contract template is designed for use in New Zealand commercial transactions where parties wish to establish a formal arrangement for the ongoing supply of goods. It incorporates requirements under key New Zealand legislation including the Contract and Commercial Law Act 2017, Fair Trading Act 1986, and relevant commercial statutes. The document is particularly suitable for businesses requiring regular supply of goods and provides comprehensive coverage of essential commercial terms, risk allocation, and operational procedures. It can be customized based on specific industry requirements, supply complexity, and the nature of goods being supplied, while maintaining compliance with New Zealand legal requirements and commercial practices.
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1. Parties: Identifies and provides full legal details of the supplier and purchaser
2. Background: Sets out the context and purpose of the supply arrangement
3. Definitions and Interpretation: Defines key terms and establishes interpretation rules
4. Supply Obligations: Core obligations regarding the supply of goods, including quantity, quality, and specifications
5. Ordering Process: Procedures for placing and accepting orders
6. Delivery Terms: Delivery timing, location, and responsibilities
7. Price and Payment: Pricing structure, payment terms, and invoicing requirements
8. Quality Requirements: Quality standards, inspections, and acceptance procedures
9. Risk and Title: Transfer of risk and ownership of goods
10. Warranties: Standard warranties regarding goods and supply obligations
11. Liability and Indemnity: Allocation of risks and liability between parties
12. Term and Termination: Contract duration and termination rights
13. Force Majeure: Handling of events beyond reasonable control
14. Confidentiality: Protection of confidential information
15. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment
1. Minimum Purchase Commitments: Used when the purchaser commits to minimum order quantities
2. Exclusive Supply Arrangements: Include when there are exclusivity obligations on either party
3. Performance Metrics: When specific KPIs or service levels apply to the supply
4. Insurance Requirements: Detailed insurance obligations beyond standard requirements
5. Intellectual Property: When IP rights are relevant to the supplied goods or associated services
6. Import/Export Requirements: For international supply arrangements
7. Product Development: When the supplier will develop or modify products for the purchaser
8. Compliance with Standards: For heavily regulated products or industries
9. Storage and Handling Requirements: For goods requiring special storage or handling conditions
10. Training and Support: When the supplier must provide training or technical support
1. Schedule 1 - Products and Specifications: Detailed description of products being supplied
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts
3. Schedule 3 - Service Levels: Performance metrics and measurement criteria
4. Schedule 4 - Order Form Template: Standard form for placing orders
5. Schedule 5 - Delivery Locations: List of approved delivery locations and specific requirements
6. Schedule 6 - Quality Standards: Detailed quality requirements and testing procedures
7. Appendix A - Technical Specifications: Technical details and drawings of products
8. Appendix B - Compliance Certificates: Required compliance documentation
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