Supply & Manufacturing Agreements
Trusted legal advisors for supply, procurement, OEM and manufacturing agreements serving Hong Kong and Asia-Pacific businesses.
Overview
A reliable supply chain is the foundation of any successful manufacturing or trading business. Whether you are sourcing components, engaging contract manufacturers or establishing long-term procurement relationships, the agreements that govern these arrangements must be precise, enforceable and commercially sound. Robert Lee Law Offices brings over 37 years of experience in advising Hong Kong and Asia-Pacific businesses on the full spectrum of supply and manufacturing contracts.
Our team provides practical legal counsel to buyers, suppliers, OEM and ODM partners, and contract manufacturers. We understand the pressures of modern supply chains, including tight delivery schedules, fluctuating raw material costs, evolving quality standards and the complexities of cross-border logistics. We draft agreements that clearly define obligations, allocate risk appropriately and provide workable mechanisms for dealing with the disruptions and disputes that inevitably arise in long-term commercial relationships.
With four office locations and a multilingual team, we are well positioned to advise on supply arrangements that span multiple jurisdictions across the Asia-Pacific region. We help clients structure agreements that protect their commercial interests while maintaining the flexibility needed to respond to changing market conditions, regulatory requirements and technological developments.
Our Supply & Manufacturing Agreements Services
Supply & Procurement Contracts
- Drafting and negotiating long-term supply agreements, framework agreements and call-off contracts
- Defining product specifications, acceptance criteria and inspection procedures
- Structuring volume commitments, minimum order quantities and forecasting obligations
- Advising on exclusivity arrangements and requirements contracts
- Incorporating force majeure, hardship and supply disruption provisions
- Establishing payment terms, credit arrangements and security of payment mechanisms
OEM & ODM Arrangements
- Structuring original equipment manufacturer agreements for branded product manufacturing
- Drafting original design manufacturer arrangements covering design ownership and licensing
- Defining intellectual property ownership, including moulds, tooling and design documentation
- Addressing confidentiality obligations and restrictions on manufacturing for competitors
- Advising on technology transfer provisions and know-how licensing
- Establishing audit rights, factory inspection procedures and compliance verification
Quality Specifications & Standards
- Drafting detailed quality assurance provisions, including sampling and testing protocols
- Incorporating international and industry-specific standards such as ISO, CE and sector regulations
- Structuring non-conformance procedures, rejection rights and remediation obligations
- Advising on product liability allocation and indemnity provisions
- Establishing continuous improvement obligations and quality performance metrics
- Addressing regulatory compliance requirements for goods destined for multiple jurisdictions
Delivery Terms & Logistics
- Defining delivery obligations using Incoterms and bespoke delivery arrangements
- Structuring lead times, scheduling requirements and just-in-time delivery provisions
- Advising on risk of loss, insurance obligations and title transfer mechanisms
- Incorporating delay consequences, including liquidated damages and termination triggers
- Addressing warehousing, buffer stock and consignment arrangements
- Managing customs, import and export compliance in cross-border supply chains
Price Adjustment Mechanisms
- Drafting price escalation and de-escalation clauses linked to raw material indices
- Structuring open-book pricing, cost-plus and fixed-price arrangements
- Advising on benchmarking provisions and most-favoured-customer clauses
- Incorporating currency fluctuation mechanisms for cross-border transactions
- Establishing price review procedures, notice requirements and negotiation frameworks
- Addressing the interaction between price adjustment and volume commitment provisions
Warranty Provisions & Remedies
- Drafting product warranties covering fitness for purpose, merchantability and compliance with specifications
- Defining warranty periods, claim procedures and notification obligations
- Structuring remedies including repair, replacement, credit and buy-back obligations
- Advising on limitation of liability, consequential loss exclusions and liability caps
- Incorporating recall cooperation obligations and cost-sharing arrangements
- Addressing warranty obligations in multi-tier supply chains and end-customer pass-through provisions
