Exclusive Subcontractor Agreement Template for Denmark

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Key Requirements PROMPT example:

Exclusive Subcontractor Agreement

I need an Exclusive Subcontractor Agreement for my IT consultancy company based in Copenhagen, where we'll be the main contractor engaging a specialized software development firm as our exclusive subcontractor for all AI-related client projects in the Nordic region, starting March 2025.

What is a Exclusive Subcontractor Agreement?

The Exclusive Subcontractor Agreement is designed for situations where a company (the main contractor) wishes to establish a sole subcontracting arrangement with another business entity (the subcontractor) under Danish law. This type of agreement is particularly crucial when the main contractor needs to ensure dedicated service capacity, maintain quality control, or protect proprietary processes while outsourcing specific functions. The document addresses key aspects such as exclusivity terms, service standards, compliance with Danish regulations, and risk allocation between parties. It is commonly used in scenarios requiring long-term, stable subcontracting relationships with clear performance metrics and quality standards. The agreement includes comprehensive provisions for protecting both parties' interests while ensuring compliance with Danish competition law and commercial regulations.

What sections should be included in a Exclusive Subcontractor Agreement?

1. Parties: Identification and details of the contracting parties (Main Contractor and Subcontractor)

2. Background: Context of the agreement and general business relationship between the parties

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Services: Detailed description of services to be provided by the Subcontractor

5. Exclusivity: Terms and conditions of the exclusive arrangement, including territorial and service scope

6. Term and Termination: Duration of the agreement, renewal terms, and termination provisions

7. Subcontractor Obligations: Key responsibilities and commitments of the Subcontractor

8. Main Contractor Obligations: Key responsibilities and commitments of the Main Contractor

9. Payment Terms: Fees, payment schedule, invoicing requirements, and payment methods

10. Performance Standards: Quality standards, KPIs, and performance requirements

11. Intellectual Property Rights: Ownership and usage rights of IP created during the service provision

12. Confidentiality: Protection of confidential information and trade secrets

13. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification provisions

14. Insurance: Required insurance coverage and minimum limits

15. Force Majeure: Provisions for unforeseen circumstances and their handling

16. Governing Law and Jurisdiction: Confirmation of Danish law application and jurisdiction for disputes

17. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

What sections are optional to include in a Exclusive Subcontractor Agreement?

1. Data Protection: Required if personal data processing is involved, ensuring GDPR compliance

2. Non-Competition: Additional restrictions on Subcontractor's business activities, if required

3. Equipment and Materials: Include if specific equipment or materials are provided by either party

4. Training Requirements: Necessary if specific training or certifications are required

5. Security Requirements: Include for projects involving sensitive information or security protocols

6. Compliance with Industry Standards: Required for regulated industries or specific technical standards

7. Environmental Requirements: Include for services with environmental impact or compliance needs

8. Health and Safety: Required for services involving on-site work or physical operations

What schedules should be included in a Exclusive Subcontractor Agreement?

1. Schedule 1 - Service Specifications: Detailed technical specifications of services to be provided

2. Schedule 2 - Price List and Payment Terms: Detailed breakdown of fees, rates, and payment structures

3. Schedule 3 - Service Levels: Specific KPIs, performance metrics, and measurement methods

4. Schedule 4 - Approved Personnel: List of key personnel approved to perform the services

5. Schedule 5 - Insurance Requirements: Detailed insurance requirements and coverage limits

6. Appendix A - Report Templates: Standard templates for required reporting

7. Appendix B - Change Request Process: Procedures for requesting and implementing changes

8. Appendix C - Compliance Certificates: Required certifications and compliance documentation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Construction

Information Technology

Manufacturing

Professional Services

Engineering

Telecommunications

Healthcare

Transportation and Logistics

Energy and Utilities

Research and Development

Consulting Services

Industrial Services

Relevant Teams

Legal

Procurement

Operations

Commercial

Supply Chain

Risk and Compliance

Project Management

Business Development

Vendor Management

Contract Administration

Relevant Roles

Procurement Manager

Contract Manager

Legal Counsel

Operations Director

Project Manager

Business Development Manager

Commercial Director

Supply Chain Manager

Chief Operating Officer

Vendor Manager

Risk Manager

Compliance Officer

Technical Director

Service Delivery Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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