Framework Agreement Documents
A supplier of goods or services will often set up a facility for a
customer to be able to place an order with the
supplier from time to time on pre-agreed standard terms. This makes it
easier for the parties to reach agreement on all terms as and when they subsequently to enter into transactions (which are similar to each other) for one or more types
of goods or services. This arrangement is usually referred to as
a “framework” or “call-off” agreement (and sometimes also as a “master
ordering agreement” or “blanket purchase agreement”). The expressions
“framework” and “call-off” are often used interchangeably to mean the same
Such a “framework” or “call-off” arrangement may take the form of a master
agreement which sets out how the customer can place an order and all
of the terms which will apply to such an order. It does not require the
customer to place any order at all at the outset or subsequently. To
that extent it does not itself create any obligation on the customer. However, as
and when the customer chooses to place an order during the term of the Agreement from time to time,
the order creates a binding contract for the supplier to supply, and
the customer to pay for, the particular type and quantity of goods or
services covered by the order.
The forms of Framework Agreement in this subfolder (together with one of the template Schedule 2 documents in this subfolder or a set of standard supply terms provided by a
supplier) will enable a supplier to establish such a framework or call off
arrangement with its customers. Whenever the customer requires any goods or
services of the type covered by the standard terms attached as Schedule 2 to the
Agreement, it places an order under the ordering procedure set out in Schedule 1 to the Agreement. It must use a standard form of order for this purpose, and that standard form must be attached as an Annex to that ordering procedure. We have included two forms of order in this subfolder, for use with each of the two template Framework Agreements.
In order to set up such a “framework” or “call-off” arrangement” for any
given type of goods or services, the supplier and the customer need to
include, as Schedule 2 to the Agreement, the particular standard set of terms and conditions which are to govern
the supply of the particular type of goods or services that will or may be
required in future by that customer. Once that Schedule 2 has been inserted,
each party can sign the Agreement. The Schedule 2 terms inserted should be a set of standard terms and conditions selected by the supplier as suitable for its purpose. These might
be one of the sets of Schedule 2 terms which can be found in this
subfolder, adapted if and as necessary, or they might be the supplier’s
existing own standard terms of supply.
Each Agreement template sets out the core terms and conditions in the main
body of the Agreement, and these will apply irrespective of the particular
type of goods or services that the supplier is willing and able to provide
to its customer. The Schedule 2 standard terms and conditions will apply
in conjunction with the core terms. Each order will therefore be on the
terms set out in both the main Agreement and Schedule 2 that you attach to it.
These Framework Agreement Documents templates are part of the Business Documents Folder. Just £35.00 + VAT will provide
you with 1 year's unlimited access to download all/any documents from the
Business Documents Folder.