In the INTERNATIONAL SUPPLY AGREEMENT TEMPLATE the products will be delivered by the Supplier to the Purchaser at the delivery points specified in the Annex of the Agreement.

1. INTERNATIONAL SUPPLY Agreement
1. Definition
2. Parties to the Agreement
3. Main clauses and sample
3.1 Quantities and ordering procedures
3.2 Deliveries risk and ownership
3.3 Prices
3.4 Payment terms
3.5 Claims
4. Applicable Law
5. Model Agreement
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2. This agreement is used for establishing long-term agreements (i.e.
one year or more) between a manufacturer (referred to here as the
Supplier) and its client (the Buyer) for the supply of products at
predetermined prices.
Transactions are carried out through regular orders (every month,
or every three months, etc.). In the agreement, the minimum and
maximum amounts to be supplied are established, as well as a
number of alternatives for the adjustment of the price at the end
of each year within the term of the agreement.
1. DEFINITION
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3. Usually both the Supplier and the Purchaser are companies.
For each party, the following has to be included:
• Name of company, full address and nationality.
• Company type: public limited company, limited liability
company, etc.
• Name and position of company representative who signs
the agreement.
• Tax ID number of both parties.
2. PARTIES TO THE Agreement
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4. Some of the most important clauses in the International
Supply Agreement are as follows:
• Quantities and ordering procedures
• Deliveries risk and ownership
• Prices
• Payment terms
• Claims
3. MAIN CLAUSES AND SAMPLE
See sample of International Supply Agreement
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5. “The minimum and maximum quantities of Products which the Purchaser
will order in each Agreement Year are set out in Annex of this Agreement
for the 12 month period commencing on .............. [insert date] and on
each anniversary of that date.”
“Products will only be supplied under this Agreement against orders placed
by the Purchaser. Each order must be in writing specifying the number and
type of Products required and the proposed delivery date(s). Every order
must be placed at least ....... [30, 60, 90] days before the delivery date.
The Purchaser may vary an order in writing at any time up to ........ [10,
20, 30, 60] calendar days before the first delivery date specified in the order.”
3.1 QUANTITIES AND ORDERING PROCEDURES
See sample of International Supply Agreement

6. 3.2 DELIVERIES RISK AND OWNERSHIP
“The Products will be delivered by the Supplier to the Purchaser at the
delivery points specified in the Annex of this Agreement. This may be
changed by agreement.”
“When the delivery point is at the premises of the Supplier, the Purchaser
will be responsible for collection and loading of Products and will from that
point be responsible for insurance of the Products.”
“Wherethedeliverypointisatthepremisesof thePurchaserorsomeotherlocation
whichrequirestheSuppliertoarrangetransportationof theProducts,theSupplier
willberesponsibleforinsuranceof Productsintransitandresponsibleforunloading
Products from the delivery vehicle at the delivery point.”
See sample of International Supply Agreement

7. “Prices of Products at the date of this Agreement are shown in the Annex of the
present Agreement. These prices include transportation to the delivery point.”
“Prices will be subject to adjustment at the commencement of each new
Agreement Year.
Alternative A. “A formula to determine new prices is shown in the Annex of the
present Agreement.”
Alternative B. “New prices will be adjusted through negotiation and agreement
during .......[1,2,3]monthsbeforethecommencementof thenewAgreement
Year. In fixing any new prices, the Supplier will provide the Purchaser with
details of cost increases and other relevant data. Both Parties will act in good
faith in these negotiations.”
3.3 PRICES
See sample of International Supply Agreement

8. Alternative A. “The Supplier will invoice the Purchaser at the end of each
calendar month for the quantity of Products supplied during the month.
Each invoice will show the description, quantity and date of delivery of
all Products supplied. Payment will be due ....... [30, 60, 90] calendar days
from the invoice date.”
Alternative B. “The Purchaser will establish a revolving letter of credit in
favor of the Supplier prior to the first delivery date for Products under
this Agreement. The letter of credit will be on terms acceptable to the
Purchaser and will be confirmed by a bank in the Supplier’s territory. The
letter of credit will be maintained at a value agreed between the Parties
as being sufficient to meet the estimated cost of Products due for delivery
in each month.”
3.4 PAYMENTS TERMS
See sample of International Supply Agreement

9. “If the Purchaser becomes aware of any claim or potential claim in respect
of defective product liability arising from a delivery of any Products it shall
immediately inform the Supplier in writing providing all necessary information
and documentation to enable the Supplier to take any appropriate action.”
“The Supplier may require the Purchaser to give all reasonable assistance, at the
Supplier’s cost, to enable the Supplier to defend its reputation.
“ThePurchasershallnot,withoutthepriorwrittenauthorizationof theSupplier
settle any such claim.”
3.5 CLAIMS
See sample of International Supply Agreement

10. International Law standards are not applied to this type
of Agreement.
The parties are free to submit any conflicts regarding the
agreement to International Arbitration or to the Laws of
the country of one of the parties. They will normally be
subject to the Laws of the Supplier´s country.
4. Applicable Law
See sample of International Supply Agreement

11. In order to obtain the model agreement in
Word format and the user guide, click on:
International Supply Agreement
5. MODEL Agreement
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