Supply of goods agreement template
A supply agreement sets the terms on which a supplier regularly provides goods to a business buyer. It is a framework: it covers orders, specification and quality, delivery, risk and ownership, prices, defective goods and recalls, while each order says what is wanted this time. A supplier or buyer uses one for an ongoing trading relationship.
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What changes each time
14 values. Everything else is your wording, kept exactly.
The parties
- Date
- Supplier's company name, number and registered office
- Buyer's company name, number and registered office
Term and orders
- Start date
- Initial period
- Notice period
- Forecast
- Minimum order commitment
Delivery and payment
- Delivery terms
- Late delivery limit
- Prices exclude
- Payment days
Liability
- Liability cap
Goods and prices
- Product, specification and price
The rules it usually needs
Written in plain English when the template is set up.
- One of several wordings
“Run for a set number of months and then until notice, or for an indefinite period until notice.”
The term clause reads as the chosen option.
- Only when…
“Include a forecast only when it is agreed”
The buyer gives the supplier a non-binding forecast each month.
- Only when…
“Include a minimum order commitment only when the buyer commits to a minimum”
The commitment, as a quantity or value in each quarter or year, appears in the forecast clause.
- One of several wordings
“Deliver to the buyer, have the buyer collect ex works, or use an Incoterm and named place.”
The delivery clause reads as the chosen option.
- Only when…
“Include the right to buy substitute goods only when it is agreed”
If delivery is late the buyer may also buy substitute goods and recover the extra cost.
- One of several wordings
“State prices as including packaging and delivery, or excluding delivery, which is charged at a stated rate.”
The prices clause reads as the chosen option.
- One of several wordings
“Limit each party's liability to the price of goods ordered in the period, or to a fixed sum.”
The liability clause reads as the chosen option.
- Once for each item
“One row for each product in Schedule 1.”
The schedule gets a row per product with specification and price.
Questions people ask
What is a supply agreement?
A contract under which a supplier agrees to provide goods to a buyer over time, usually through a series of orders.
How is it different from terms and conditions of sale?
Terms and conditions of sale are the supplier's standard terms for each sale. A supply agreement is negotiated between the two parties for a continuing relationship.
Does the buyer have to commit to a minimum order?
Only if you include the optional commitment clause. Forecasts are non-binding.
What happens if goods are defective?
The agreement has a section on defective goods, and another on recalls.
Who bears the risk while goods are in transit?
The agreement has a clause on risk and ownership, and the delivery terms you choose affect when risk passes.
Use this template
It opens in DocuWeave as a template you can check, change and publish. Nothing is used until you do.