This template is a standard procurement contract used to formalize the purchase and delivery of goods (“commodities”) between an organization (the Contractee) and a supplier (the Contractor). It defines the contract structure and hierarchy of documents (e.g., purchase order, pro forma invoice, and packaging instructions), then sets out clear contractual rules on pricing and payment documentation, delivery timelines, and the consequences of late performance (withholding payments, liquidated damages, and potential termination). It also establishes core legal protections such as termination procedures (notice to remedy and notice of termination), dispute resolution, force majeure, and requirements for accounting records, inspection/audit rights, and insurance during transport.

In addition, the template includes a “Special Provisions” section that makes the contract operational by specifying the delivery schedule, packaging and labeling standards, delivery and inspection arrangements, and a warranty period for defects/non-conformance. It also clarifies the obligations of both parties (including limits on subcontracting and indemnification responsibilities), and concludes with standard clauses for notices/domicile information and signature blocks—making it a practical, fill-in-ready agreement for controlled, accountable procurement.

Table of Contents (English)

1. Contract Header and Parties (Contractee/Contractor, representatives, date)

2. Contract Documents Incorporated by Reference (PO, pro forma invoice, packaging instructions, appendices)

3. Section I: General Provisions of the Contract
   3.1 Interpretations / Definitions
   3.2 Application and Priority of Provisions (Special vs. General)
   3.3 Payment (invoice requirements; no payment during force majeure non-performance)
   3.4 Delays in Contractor Performance (notification; remedies; damages/withholding; termination)
   3.5 Termination (notice to remedy; notice of termination)
   3.6 Resolution of Disputes (as per special provisions)
   3.7 Accounting, Inspection, and Auditing (records; audit access; retention period)
   3.8 Insurance (transport coverage; proof of insurance)
   3.9 Force Majeure (events, notice period, termination right)

4. Section II: Special Provisions of the Contract
   ....

5. Appendices (e.g., Purchase Order, Pro Forma Invoice, Packaging Instructions, Origin/Code List, etc.)