The Supplier Relationship Agreement serves as the primary contractual framework for managing supplier relationships in a New Zealand business context. This document is essential when establishing long-term or significant supply arrangements for goods or services, particularly where the relationship requires detailed governance, quality control, and performance monitoring. The agreement incorporates requirements under New Zealand law and commercial practice, addressing key aspects such as supply obligations, risk allocation, compliance requirements, and termination rights. It is particularly valuable for organizations seeking to standardize their approach to supplier management while ensuring compliance with local regulatory requirements and industry standards. The document is designed to be customizable based on the specific nature of the supply relationship while maintaining core protections and obligations.
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1. Parties: Identifies and provides full legal details of all parties to the agreement
2. Background: Sets out the context and purpose of the agreement, including brief description of each party's business
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Term and Renewal: Specifies the initial term of the agreement and any renewal provisions
5. Supply Obligations: Details the core obligations of the supplier regarding goods/services provision
6. Quality Standards: Specifies required quality standards, specifications, and performance metrics
7. Ordering Process: Outlines the process for placing and accepting orders
8. Delivery and Acceptance: Specifies delivery terms, timeframes, and acceptance criteria
9. Pricing and Payment: Details pricing structure, payment terms, and invoicing requirements
10. Risk and Title: Addresses when risk and title in goods passes between parties
11. Warranties: Lists warranties provided by the supplier regarding goods/services
12. Compliance with Laws: Requires compliance with applicable laws and regulations
13. Intellectual Property: Addresses ownership and usage rights of intellectual property
14. Confidentiality: Protects confidential information exchanged between parties
15. Liability and Indemnities: Sets out liability limitations and indemnification obligations
16. Insurance: Specifies required insurance coverage and limits
17. Termination: Details circumstances and process for agreement termination
18. General: Contains standard boilerplate provisions including notices, assignment, and governing law
1. Business Continuity: Required when the supplier provides critical goods/services requiring disaster recovery planning
2. Data Protection: Needed when personal data processing is involved in the supply relationship
3. Security Requirements: Important when supplier requires access to systems or sensitive information
4. Environment and Sustainability: Relevant when environmental compliance or sustainability goals are important to the relationship
5. Anti-Bribery and Corruption: Important for international suppliers or high-risk industries
6. Change Control: Needed for complex supply relationships where scope changes are likely
7. Service Levels: Required when specific performance metrics need to be maintained
8. Subcontracting: Important when supplier may need to subcontract certain obligations
9. Training and Support: Relevant when supplier must provide training or ongoing support
10. Export Control: Required for international supply relationships involving controlled goods
1. Schedule 1 - Goods and Services Description: Detailed specifications of goods/services to be supplied
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts or pricing mechanisms
3. Schedule 3 - Service Levels and KPIs: Specific performance metrics and measurement methods
4. Schedule 4 - Ordering Procedure: Detailed process for placing and fulfilling orders
5. Schedule 5 - Technical Specifications: Detailed technical requirements and standards
6. Schedule 6 - Contact Details: Key contacts and escalation procedures
7. Schedule 7 - Approved Subcontractors: List of pre-approved subcontractors if applicable
8. Schedule 8 - Form of Purchase Order: Template purchase order document
9. Appendix A - Insurance Requirements: Detailed insurance requirements and minimum coverage levels
10. Appendix B - Security Requirements: Detailed security protocols and requirements if applicable
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