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A Guide to Contracts in the Jewellery Industry

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author/source: Holly Jade O'Leary

guide-contracts-the-jewellery-industry

Leonardo Tommasin (c)

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1.0 Manufacturing Agreement

An agreement for the manufacture of products such as jewellery, that is intended for use in business-to-business transactions. The agreement sets out key obligations of the manufacturer and the customer and includes clauses for the provision of:

  • Technology and equipment
  • Ownership of intellectual property rights
  • Warranty and indemnity provisions.

2.0 Simple framework services agreement to include a Suppliers Code of Conduct

A simple framework services agreement (also commonly called a master services agreement) for use in business-to-business transactions where services are provided pursuant to statements of work which form part of the main contract. This contract can integrate traceable supply chain ordinance such as; independent auditing, a statement of responsibility and/or ARM/Fair mined/Fairtrade certification.

This agreement includes:

  • Duration of agreement
  • Transfer of intellectual property rights- license for term of the agreement
  • Rights and remedies
  • Statement of responsibilities

3.0 Supply of goods agreement (pro-customer)

An agreement for the supply of goods which favours the customer. The agreement is intended for use in business-to-business transactions, such as purchase of stock from a jewellery designer. It is not suitable for use in business-to-consumer transactions.

4.0 Supply of goods agreement (pro-supplier)

An agreement for the supply of goods that favours the supplier. This is suitable for use by an independent jewellery designer who sells goods and services to another company. The agreement is suitable for use in business-to-business transactions. It is not suitable for business-to-consumer transactions. 

5.0 Sales Agency Agreement

A contract between a sales representative and a jewellery designer will occur when a designer gives the responsibility of initiating a trading representative, who will often introduce the designer to their new and existing customers, and pass orders, contracts and shipping to the designer. Independent representation contracts will also be handed to Creative Agencies - who manage branding, marketing and handling showroom opportunities, and PR agencies, who handle press relations, brand communications, editorial and celebrity loans on behalf of the jewellery designer.

The terms of the contract should include negotiations on the following:

  • Duration of the agreement

  • Obligations of the representative

  • Payment terms

  • Exclusivity

  • Territories/Products covered

  • Commission/advances

  • Trade room/showroom fees

  • Termination notice

  • Percentage guarantee on orders placed

6.0 Intellectual Property Assignment (pro-assignee)

A jeweller may wish to commission services from a jewellery designer, art director, copywriter, photographer or other creative professional. This is an agreement for the assignment of intellectual property rights, drafted from the assignee's perspective.

7.0  Intellectual Property Assignment (pro-assignor)

A jeweller may wish to commission services from a jewellery designer, art director, copywriter, photographer or other creative professional. This agreement for the assignment of intellectual property rights, drafted from the assignor's perspective.

8.0 Marketing assignment

A short form marketing agency agreement, primarily designed for the appointment of a non-exclusive marketing agent that is authorised to promote the sale of goods by the principal, but not to conclude sales. This standard document is suitable whether or not the Commercial Agents (Council Directive) Regulations 1993 (SI 1993/3053) apply.

9.0 Online business and consumer goods, services and digital content terms and conditions

Terms and conditions for the supply of goods, services and digital content to consumers. These terms are for contracts concluded on-premises (as opposed to website or other distance contracts or doorstep contracts). These terms reflect the changes introduced by the Consumer Rights Act 2015 (or 1 October 2016 for contracts for certain rail passenger services, carriage by air and sea and inland waterway transport).

10.0 Online terms and conditions for the supply of services (B2B)

Terms and conditions for the supply of goods, services and digital content to both consumers and businesses. These terms are for contracts concluded online (as opposed to on-premises or doorstep contracts). These terms reflect the changes introduced by the Consumer Rights Act 2015 which applies to consumer contracts formed on or after 1 October 2015 (or 1 October 2016 for contracts for certain rail passenger services, carriage by air and sea and inland waterway transport).

10.0 Terms and conditions for the supply of goods (pro-customer)

Specimen standard terms and conditions for the supply of goods, drafted from the customer's perspective. For use in contracts between businesses where both parties are based in the UK.

11.0 Terms and conditions for the supply of goods (pro-supplier)

Specimen standard terms and conditions for the supply of goods, drafted from the supplier's perspective. For use in domestic contracts between businesses.



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