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1. Parties: Identification and details of the supplier and buyer
2. Background: Context of the agreement and commercial rationale
3. Definitions and Interpretation: Defined terms and rules of interpretation
4. Supply Obligation: Core exclusivity obligations and scope of supply
5. Term and Termination: Duration, renewal, and termination provisions
6. Ordering Process: Procedures for forecasting, ordering, and order acceptance
7. Delivery and Risk: Delivery terms, Incoterms, transfer of risk
8. Price and Payment: Pricing structure, payment terms, invoicing requirements
9. Quality Requirements: Product specifications, quality standards, and compliance
10. Warranties: Product warranties and quality guarantees
11. Liability and Indemnification: Liability limitations and indemnification obligations
12. Confidentiality: Protection of confidential information
13. Force Majeure: Events excusing performance
14. Governing Law and Jurisdiction: Belgian law provision and dispute resolution
15. General Provisions: Standard boilerplate clauses adapted to Belgian law
1. Minimum Purchase Obligations: Used when buyer commits to minimum purchase volumes
2. Price Adjustment Mechanism: Include when parties want automatic price adjustments based on indices or factors
3. Product Development: Required when parties collaborate on product improvements or modifications
4. Emergency Supply Provisions: Include for critical supplies requiring backup arrangements
5. Competition Compliance: Detailed compliance provisions when arrangement poses significant competition law risks
6. Insurance Requirements: Specific insurance obligations beyond standard coverage
7. Export Control: Include for products subject to export control regulations
8. Sustainability Requirements: Environmental and social responsibility provisions if relevant to the supply relationship
1. Product Specifications: Detailed technical specifications of products
2. Pricing Schedule: Detailed pricing, including any volume discounts or special pricing arrangements
3. Service Levels: Specific performance metrics and service level requirements
4. Quality Standards: Detailed quality requirements and testing procedures
5. Ordering Procedures: Detailed procedures for forecasting, ordering, and delivery
6. Key Contacts: Contact details for key personnel on both sides
7. Form of Purchase Order: Template purchase order form
8. Approved Production Facilities: List of approved manufacturing or production locations
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