Supply agreement (kit, print and merch)
Reference template · v1.0 · Buyer and Supplier
A team, league, event or brand orders kit, jerseys, print, signage or merch from a supplier at the prices quoted on Arena.
Reference template, not legal advice. Consult your lawyer.
Reference template only, not legal advice. Laws, stamp duty and tax treatment vary by State and by deal. Have your lawyer review and adapt this document before anyone signs it. Live Aware (operator of Arena) provides these as starting points and is not a party to agreements between users.
On an Arena deal, open the deal and choose Generate draft agreement to get this template filled in with the parties, deliverables, fee and dates.
1. Parties
This agreement is made on [agreement.date] between:1. [partyA.org], represented by [partyA.name] ([partyA.email]) (the "Buyer"); and2. [partyB.org], represented by [partyB.name] ([partyB.email]) (the "Supplier").Each a "Party" and together the "Parties". Registered address, PAN / GSTIN and authorised signatory of each Party: [to be completed].
2. Order
The Supplier shall make and supply the following for [deal.title] (Arena deal [deal.ref]):[1. Item, quantity, unit price, line total]Total quantity: [__]. Sizes, colours, materials and quality standards are as set out in the request or tender and in the approved design and sample.
3. Price
Order value: [deal.value], being the price lines above plus the sample cost ([none]), plus GST as applicable. Unit prices are fixed for this order. Freight and packing are [included / extra at actuals]. Payment schedule: [e.g. 50% advance with the order, balance within [15] days of delivery]. TDS shall be deducted where required under the Income-tax Act, 1961.
4. Design, logo and sample approval
Before making the sample, the Supplier shall share the final design showing every logo and its placement. Where the Buyer has an active sponsor on Arena, logo placement is approved by that sponsor; otherwise by the Buyer. Bulk production starts only after the Buyer approves the sample in writing. The approved sample is the reference for quality checks on the bulk order.
5. Lead time and delivery
Lead time: [__] days, counted from sample approval unless agreed otherwise. Delivery: [address, city] by [date]. The Supplier shall share dispatch details (carrier, tracking, packing list) when the order ships. Risk passes on delivery; title passes on full payment.
6. Inspection, shortfalls and defects
The Buyer shall report shortfalls or defects against the approved sample within [7] days of delivery, with photos. The Supplier shall replace or credit defective or missing units within [14] days at its cost.
7. Late delivery
If delivery is more than [7] days late for reasons within the Supplier's control, the Buyer may claim a discount of [__]% of the order value per week of delay (capped at [10]%) or cancel the undelivered units and get back any advance paid for them.
8. Cancellation
The Buyer may cancel before sample approval by paying for the sample and any design work done. After sample approval, cancellation requires the Buyer to pay for materials bought and units already made for this order, against delivery of those units. Advances above that amount shall be refunded within [15] days.
9. Logos and overruns
The Buyer and its sponsors keep all rights in their names and logos, which the Supplier may use only to make this order. The Supplier shall not make extra units, sell overruns or use the designs for anyone else, and shall destroy or hand over printing screens and files on request.
10. Confidentiality
Each Party shall keep the terms of this agreement and any non-public information received from the other Party confidential, using it only to perform this agreement, for the term and [2] years after it ends, except where disclosure is required by law.
11. Data protection
Each Party shall process personal data received under this agreement only for its purpose and in line with the Digital Personal Data Protection Act, 2023 and applicable rules.
12. Termination
Either Party may terminate on [30] days' written notice if the other Party materially breaches this agreement and does not cure the breach within that period. Fees for deliverables accepted before termination remain payable.
13. Liability and indemnity
Each Party indemnifies the other against third-party claims arising from its breach of this agreement or of law. Neither Party is liable for indirect or consequential loss. Total liability is capped at [the fee under this agreement], except for fraud, wilful misconduct or breach of confidentiality.
14. Force majeure
Neither Party is liable for delay or failure caused by events beyond its reasonable control (including natural disasters, epidemics, government action or cancellation of the underlying event). The Parties shall agree in good faith on rescheduling or a pro-rata refund.
15. Governing law and disputes
This agreement is governed by the laws of India. Disputes shall first be discussed in good faith for [30] days, then referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated in [city], in English. Courts at [city] have exclusive jurisdiction for interim relief.
16. General
This agreement is the entire agreement on its subject and may be changed only in writing signed by both Parties. Stamp duty shall be borne by [Party] as per the applicable State Stamp Act. This agreement may be signed electronically and in counterparts. Live Aware (operator of Arena) provides the Arena platform only and is not a party to this agreement.
17. Signatures
For [partyA.org]: Name ____________ Designation ____________ Signature ____________ Date ________For [partyB.org]: Name ____________ Designation ____________ Signature ____________ Date ________