Outsourcing Agreement - Manufacture and Supply
This Outsourcing Agreement for Manufacture and Supply is to be used when a Company wishes to employ the services of another company for the manufacture, and storage of its products.
This agreement can be used and / or adapted for a number of different products. Care should also be taken in situations where the product may contain ingredients or components that are hazardous or, in some applications, illegal, as no provision is made in the agreement for such factors. This template may not be suitable for medicinal products. For companies producing liquid products such as drinks, a specific alternative is also available.
This document covers a number of key areas including manufacture, quality control, packaging, storage, insurance, pricing and confidentiality. At the parties' option, this agreement can also cover the packaging of products by the Contractor (manufacturer). All references to packaging are contained within square brackets and should be removed if packaging does not fall within the ambit of the Contractor.
This template is suitable where both parties are based in the UK and all relevant activities and arrangements take place in and relate to the UK. In any other case you should take legal advice before deciding whether to use or adapt this template.
This Outsourcing Agreement for Manufacture contains the following clauses:
1. Definitions and Interpretation
2. Grant of Licence
3. Manufacture of Product
4. Indemnity
5. Liability
6. Quality Control
7. Pricing of Orders and Forecasts
8. Packaging Materials
9. Packaging
10. Disputes
11. Restrictions on the Contractor
12. Title and Risk
13. Storage
14. Insurance
15. Pricing
16. Payment
17. Intellectual Property
18. Confidentiality
19. Term and Termination
20. Consequences of Termination
21. Force Majeure
22. Assignment
23. Entire Agreement
24. Rights etc cumulative and other matters
25. Costs
26. Invalidity
27. Notices
28. Relationship of the Parties
29. Set off
30. Law and Jurisdiction
And Schedules:
1. Product Specification
2. Packaging Specification
3. Pricing
This document is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.
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