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1. Parties: Identification of the client and contractor, including full legal names and registered addresses
2. Background: Context of the agreement, brief description of the project and parties' objectives
3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation
4. Scope of Services: Detailed description of the services to be provided by the contractor
5. Cost Plus Mechanism: Definition of base costs, markup percentage, and what constitutes allowable costs
6. Payment Terms: Payment schedule, invoicing requirements, payment approval process, and timing
7. Contractor's Obligations: Key responsibilities, performance standards, and deliverables
8. Client's Obligations: Client's responsibilities including access, information provision, and approvals
9. Records and Audit Rights: Requirements for maintaining cost records and client's audit rights
10. Insurance and Indemnity: Insurance requirements and indemnification provisions
11. Intellectual Property: Ownership and usage rights of any IP created during the services
12. Confidentiality: Protection of confidential information and trade secrets
13. Term and Termination: Duration of agreement and circumstances for termination
14. Force Majeure: Provisions for unforeseen circumstances preventing performance
15. Governing Law and Jurisdiction: Confirmation of Irish law governance and jurisdiction
16. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Health and Safety: Detailed health and safety requirements, mandatory for construction or high-risk services
2. Environmental Compliance: Environmental obligations and standards, important for projects with environmental impact
3. Quality Assurance: Specific quality standards and testing requirements, relevant for technical projects
4. Personnel Requirements: Specific qualifications or certifications required, relevant when specialized skills are needed
5. Security Requirements: Security protocols and clearances, important for sensitive projects
6. Change Control: Process for managing changes to scope or specifications, important for complex projects
7. Dispute Resolution: Alternative dispute resolution procedures, recommended for high-value contracts
8. Data Protection: GDPR compliance provisions, required when personal data is processed
1. Schedule 1 - Scope of Services: Detailed breakdown of services, deliverables, and specifications
2. Schedule 2 - Fee Schedule: Detailed breakdown of base costs, markup, and payment calculations
3. Schedule 3 - Key Personnel: List of key contractor personnel and their roles
4. Schedule 4 - Time Schedule: Project timeline, milestones, and completion dates
5. Schedule 5 - Required Insurance: Specific insurance types and coverage amounts
6. Schedule 6 - Cost Breakdown Structure: Detailed categorization of allowable and non-allowable costs
7. Schedule 7 - Forms and Procedures: Standard forms for progress reports, change orders, and invoicing
8. Appendix A - Client Policies: Relevant client policies and procedures to be followed
Affiliate
Allowable Costs
Applicable Laws
Approved Personnel
Base Cost
Business Day
Change Order
Client Materials
Client Representative
Commencement Date
Confidential Information
Contract Documents
Contractor Equipment
Contractor Personnel
Contractor Representative
Cost Plus Fee
Deliverables
Direct Costs
Effective Date
Fee
Force Majeure Event
Good Industry Practice
Indirect Costs
Insurance Requirements
Intellectual Property Rights
Key Personnel
Markup Percentage
Milestone
Non-allowable Costs
Notice
Overhead Costs
Payment Period
Project
Project Manager
Project Schedule
Quality Standards
Records
Services
Site
Specifications
Subcontractor
Term
Time Schedule
Variation
Work Product
Services
Duration
Cost Plus Mechanism
Payment Terms
Invoicing
Audit Rights
Performance Standards
Contractor Obligations
Client Obligations
Personnel
Subcontracting
Quality Assurance
Health and Safety
Records and Reporting
Insurance
Indemnification
Limitation of Liability
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Termination
Suspension
Change Control
Dispute Resolution
Assignment
Notices
Governing Law
Entire Agreement
Severability
Third Party Rights
Variation
Waiver
Counterparts
Construction
Engineering
Information Technology
Management Consulting
Research and Development
Manufacturing
Infrastructure
Energy
Mining
Defense
Professional Services
Legal
Procurement
Finance
Operations
Commercial
Project Management
Risk and Compliance
Construction
Technical Services
Contract Administration
Commercial Director
Procurement Manager
Project Manager
Contract Administrator
Legal Counsel
Finance Director
Operations Manager
Construction Manager
Technical Director
Cost Controller
Risk Manager
Quantity Surveyor
Compliance Officer
Chief Financial Officer
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