Pääsopimuksen

Pääsopimus, commonly referred to as a master agreement, is a contract that establishes the general terms and conditions governing a long‑term business relationship between two or more parties. It is typically used to regulate a series of future transactions, projects, or service deliveries, rather than a single concrete obligation. The aim is to provide a stable framework that streamlines subsequent agreements and reduces the need for renegotiation each time a new order is placed.

A pääsopimus usually covers elements such as the scope of the collaboration, definitions, duration and termination, pricing framework or discount terms, payment terms, delivery or performance standards, and change management. It also addresses confidentiality and data protection, intellectual property rights, liability and warranties, dispute resolution, governing law, and the process for amendments or addenda. In practice, individual orders, statements of work, or call‑offs are issued under the master agreement, specifying the concrete deliverables, timelines, and pricing for each item while remaining governed by the overarching terms.

Relation to other documents is a key feature: a pääsopimus functions as a framework contract, often complemented by more specific documents that describe particular tasks or projects. It is commonly used in procurement, outsourcing, IT, manufacturing, and professional services to ensure consistency across multiple transactions.

Considerations when drafting a pääsopimus include clarity of scope, alignment with applicable laws, and explicit mechanisms for amendments, liability limits, and termination. Ambiguities in the framework terms can lead to disputes if not carefully addressed.