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The Supplier Model Contract Clauses (SMCs) 1.0

The Supplier Model Contract Clauses 1.0 (SMCs) are a set of sector-specific model clauses that aim to improve human rights in the apparel and textiles industry.

The SMCs 1.0 are a set of sector-specific model clauses that aim to improve human rights in supply chains for apparel and textiles. Like all the tools in the RCP Toolkit, the  SMCs are aligned with the UNGPs  and OECD Due Diligence Guidance for Responsible Business Conduct (OECD Guidance). The SMCs are drafted specifically with apparel suppliers in mind and contain a number of obligations related to responsible purchasing practices, including, for example, for buyers to set reasonable deadlines, negotiate reasonable payment terms, pay prices high enough to cover the costs of responsible business conduct, and to exit contracts responsibly, even in the event of an unforeseen crisis like a pandemic (or tariffs). 

The SMCs 1.0 were released in September 2023. We refer to them as version 1.0 to acknowledge that these clauses are an iterative product that is neither perfect nor complete. It is possible that, based on future feedback, a version 2.0 will be developed.
 

Background
 

RCP drafted the SMCs 1.0 in collaboration with the Sustainable Terms of Trade Initiative (STTI), a consortium of apparel and textile suppliers and manufacturing associations that aims to drive better purchasing practices. The clauses were developed in response to a request from STTI members for model clauses that they could bring into negotiations with their buyer-clients. The initiative benefits from generous support from the Initiative for Global Solidarity (IGS) and FABRIC (Promotion of a Sustainable Textile and Clothing Industry in Asia). IGS and FABRIC are working on behalf of the German Federal Ministry for Economic Cooperation and Development (BMZ) and are implemented by Deutsche Gesellschaft für Internationale Zusammenarbeit (GIZ) GmbH.
 

The SMCs were made possible with tremendous pro bono counsel provided by Linklaters LLP. 

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SMCs 1.0 Framing Memo

The Framing Memo provides more background on the SMCs and how responsible contracting supports more effective HREDD and legal compliance.

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The Supplier Model Contract Clauses (SMCs) 1.0

We invite you to download Supplier Model Contract Clauses 1.0 (SMCs) as a PDF.

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SMCs 1.0 Drafting Document

This Word document version makes it easy to copy and paste and edit the SMCs 1.0 into supply contracts, where they can be edited and adapted as needed.

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Latest News

  • August 25 — RCP announced a new collaboration with UN Global Compact Network Germany: a three-part webinar series on Responsible Procurement covering "Responsible Procurement and Shared Responsibility" (Oct 22), "Responsible Purchasing Practices" (Nov 11), and "Responsible Contracting" (Dec 2), with RCP Director Sarah Dadush speaking at the December session.

  • August 12 — RCP submitted its response to the European Commission's public consultation on CSDDD implementation guidelines, calling for shared responsibility and human rights and environmental due diligence to be embedded in international supply contracts.

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Events

  • August 11 — RCP Lead European Legal Advisor Daniel Schönfelder joined "Making Sustainable Contracts Work in Practice," a WorldCC Foundation panel in the APAC Summit's virtual program, alongside Anne Ketola of Tampere University and Ro Coroneos of Praxis ESG, moderated by Gitika Makker of Nexdigm, discussing practical tools for embedding sustainability into contracts, including RCP's toolkit. Watch the recording.

  • June 30 — RCP Director Sarah Dadush joined Observatoire de la Responsabilité Sociétale des Entreprises (ORSE) and PwC Société d'Avocats in Paris for the launch of ORSE's updated ESG regulations guide, discussing the shift from risk-transfer contracting to cooperation-based approaches reflected in the CSDDD.

  • May 19 — Senior Advisor Ben Rutledge spoke at the Sustainable Vanilla Initiative (SVI) General Assembly in Paris, joining industry members and value chain actors for a session on governance, procurement, and collective action in the vanilla sector.

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