Party 1 Full name (four-part): National ID: Nationality: Address: Phone: Email: | Party 2 Full Name P2: National Id P2: Nationality P2: Address P2: Phone P2: Email P2: |
This contract is made between the two parties whose complete details are outlined in the attached contracting form, referred to herein as "Party One" (Seller/Supplier) and "Party Two" (Buyer/Client), collectively referred to as "the parties." Under this framework agreement, Party One (Seller/Supplier) establishes its base prices, quantity discount schedules, and commercial incentives for Party Two (Buyer/Client) for a specified period, which shall serve as the basis for issuing individual purchase orders (supply requests) during the term of this agreement. This contract aims to organize the commercial relationship between the parties, defining pricing mechanisms, discount terms, and obligations of each party, conditions for price modification, and mechanisms for resolving disputes over quantities or discounts, with reference of individual purchase orders to the conditions set forth in this agreement, ensuring that this agreement serves as the governing law that regulates all dealings between the parties during its term, thereby preserving the stability of the commercial relationship and avoiding litigation over details of each transaction individually. The parties have agreed to the following:
Article (1) Definitions of the Agreement
1- The words and phrases below - wherever they appear in this agreement - shall have the meanings assigned alongside them, unless the context indicates otherwise:
2- Framework Agreement: this agreement in its entirety, including its clauses and appendices, which defines the general framework for dealings between the parties, including prices, discounts, payment terms, guarantees, and liabilities.
3- Seller/Supplier: Party One, who is the supplier of goods or products, registered in the commercial registry, providing its prices and discounts under this agreement.
4- Buyer/Client: Party Two, who is a natural or legal person committed to purchasing specific goods or products from the seller during the term of the agreement, according to the agreed prices and discounts.
5- Base Prices (Catalog): the price list attached to this agreement (Appendix 1), which is considered the reference price upon which discounts are calculated.
6- Quantity Discount: the percentage discount granted to the buyer based on the total quantity purchased in a single order or over a specified period (month/quarter), as specified in the discount schedule (Appendix 2).
7- Periodic Rebate: a discount or cash reward granted to the buyer at the end of a specified period (such as the end of the year) based on the total annual transaction volume, calculated retroactively on all purchases during the period.
8- Purchase Order (PO): the written document issued by the buyer to the seller, specifying the requested items, quantities, required delivery date, and address, which serves as the individual contract implementing this framework agreement.
9- Order Acknowledgment: the document issued by the seller to the buyer after receiving the purchase order, confirming acceptance of the order, quantities, delivery date, and the applicable price, which constitutes the seller's acceptance of the offer made by the buyer.
10- Term of Agreement: the period during which this agreement and the agreed-upon prices and discounts are valid, defined in Article (3) of this agreement.
11- Minimum Purchase Obligation: the minimum quantity or value that the buyer is obliged to purchase during the term of the agreement, otherwise, they may lose their right to some discounts or be subject to penalties.
12- Force Majeure: exceptional events that render the performance of the agreement impossible, including wars, natural disasters, epidemics, governmental decisions preventing import/export, or unjustified increases in raw material prices that impact base prices.
Article (2) Scope of Agreement and Covered Goods
1- First: Goods (Products) Covered by the Agreement:
2- This framework agreement covers the following goods and products, detailed in Appendix (1) (Price List):
3-
4- Scope of Application: This agreement applies to all purchase orders issued by the buyer for the above-mentioned goods during the term of the agreement and does not apply to any goods outside this list unless the agreement is amended in writing.
5- Second: Base Prices:
6- The base prices for the covered goods are specified in Appendix (1) attached to this agreement, and the prices shall be in the agreed currency (Egyptian Pound/US Dollar), valid throughout the term of the agreement, and the seller may not modify them except in exceptional cases specified in Article (8) of this agreement (Price Modification).
7- Base prices are per single unit before applying any quantity or periodic discount.
Article (3) Duration of the Agreement and Pricing Period
1- This framework agreement is concluded for a period of , commencing from , and ending on .
2- Renewal: This agreement may be renewed upon written agreement of both parties at least days before its expiration; otherwise, it will be considered terminated upon the expiration of its term.
3- Price Validity: The prices and discounts stipulated in this agreement remain in effect throughout the term of the agreement, and the seller may not modify them during this period, except in cases of economic force majeure or rising raw material prices according to Article (8).
Article (4) Discount Schedules (Incentive System)
1- First: Immediate Quantity Discount (upon a single order):
2- The buyer is granted an immediate quantity discount on the value of each individual purchase order, according to the following schedule (Appendix 2 - Discount Schedule):
3- Quantity from to : Discount of percent.
4- Quantity from to : Discount of percent.