Supplier Contract Clauses Copy Pack (Data + Carbon + Audit Rights)

Copy/paste clause options to request supplier data, require documentation, and preserve audit rights—without triggering supplier revolt.

• Cost: better transparency reduces pricing games and supports enforceable invoicing and pass-through controls
• Risk: audit rights and documentation reduce disputes and assurance risk
• Carbon: enables credible Scope 3 improvement over time via supplier data readiness

Not legal advice. Use counsel. This pack provides practical clause "menus" with plain English intent.

1. Choose supplier tier: Tier A (strategic) vs Tier B/C
2. Choose clause strength: Minimal / Standard / Strong
3. Insert into MSA and/or SOW schedules
4. Add enforcement: QBR cadence + evidence storage + escalation

A1) Minimal (supplier-friendly)

Supplier will provide, upon reasonable request, available operational or sustainability-related information relevant to the services or goods provided under this Agreement, in a mutually agreed format and cadence. If supplier-specific information is not available, Supplier will disclose that limitation in writing.

A2) Standard

Supplier will provide, at least annually (or upon request), supplier-specific operational or sustainability-related information relevant to the services or goods provided, including applicable activity data and/or emissions-related information where available. Supplier will document the reporting period, boundary, units, and known limitations. If supplier-specific information is not available, Supplier will disclose that limitation and provide an estimated timeline for improvement.

A3) Strong (strategic suppliers)

Supplier will provide supplier-specific activity data and/or emissions-related information relevant to the services or goods provided under this Agreement on a [quarterly/annual] cadence. Supplier will document reporting period, boundary, units, assumptions, and known limitations. Supplier will maintain supporting documentation sufficient to substantiate reported information.

B1) Minimal

Supplier will retain supporting documentation for reported information for a reasonable period and will provide reasonable supporting detail upon request.

B2) Standard

Supplier will retain supporting documentation for at least [X] years and will provide supporting documentation upon reasonable request for validation purposes.

B3) Strong

Supplier will retain supporting documentation for at least [X] years. Customer may request supporting documentation reasonably necessary to validate reported information, including source exports, invoices, or logs, subject to confidentiality obligations. Customer may conduct a limited validation review of documentation with reasonable notice.

If Supplier uses subcontractors to perform material portions of the services or to supply material components, Supplier will ensure subcontractors comply with the applicable reporting and documentation requirements in this Agreement and will remain responsible for subcontractor compliance.

Supplier will provide requested information in one of the following formats: spreadsheet export (CSV/XLSX), PDF disclosure report, or structured email summary, as mutually agreed. Supplier will include reporting period start/end dates and units.

Where reported information is incomplete, Supplier will work in good faith to improve completeness and quality over time, including identifying process changes, systems, or reporting cadence improvements.

Information provided under this section will be treated as Confidential Information and used solely for internal planning, reporting, assurance readiness, and compliance purposes, unless otherwise agreed in writing.