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Master Fee Agreement
"I need a Master Fee Agreement under Dutch law for a technology consulting firm providing IT services to financial institutions, with specific provisions for data security and GDPR compliance, to be effective from March 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and relationship between parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: General description of services covered by the master agreement
5. Fee Structure: Framework for fee calculation, including base fees, methodologies, and pricing principles
6. Payment Terms: Payment conditions, timing, invoicing requirements, and payment methods
7. Service Standards: Quality standards, performance metrics, and service level expectations
8. Term and Termination: Duration of agreement and termination provisions
9. Confidentiality: Protection of confidential information and trade secrets
10. Intellectual Property: Ownership and usage rights of IP created during service provision
11. Liability and Indemnification: Limitation of liability and indemnification obligations
12. Force Majeure: Provisions for unforeseen circumstances preventing performance
13. Governing Law and Jurisdiction: Application of Dutch law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Regulatory Compliance: Specific section for regulated industries or when parties are subject to particular regulatory requirements
2. Data Protection: Detailed GDPR compliance section when personal data processing is involved
3. Insurance: Insurance requirements when services involve significant risks or regulatory requirements
4. Anti-Corruption: Specific provisions for international services or public sector involvement
5. Business Continuity: Required for critical services or regulated sectors
6. Environmental, Social and Governance (ESG): When parties have specific ESG requirements or commitments
7. Audit Rights: When regular auditing of fees or services is required
1. Schedule 1 - Fee Schedule: Detailed fee calculations, rates, and specific pricing arrangements
2. Schedule 2 - Service Specifications: Detailed description of specific services covered
3. Schedule 3 - Service Levels: Detailed service level agreements and performance metrics
4. Schedule 4 - Key Personnel: List of key personnel responsible for service delivery
5. Schedule 5 - Approved Subcontractors: List of pre-approved subcontractors if applicable
6. Appendix A - Form of Work Order: Template for individual work orders under the master agreement
7. Appendix B - Reporting Requirements: Templates and specifications for required reporting
8. Appendix C - Escalation Procedures: Process for handling disputes and service issues
Authors
Affiliate
Applicable Law
Base Fee
Business Day
Change Order
Client
Commencement Date
Confidential Information
Deliverables
Effective Date
Expenses
Fee Schedule
Force Majeure Event
Good Industry Practice
Group
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Notice
Payment Date
Performance Standards
Personnel
Project
Regulatory Requirements
Renewal Term
Service Credits
Service Levels
Services
Service Provider
Specification
Statement of Work
Subcontractor
Term
Third Party
Variable Fees
Work Order
Working Hours
Services
Fees
Payment Terms
Invoicing
Service Levels
Performance Standards
Obligations
Representations and Warranties
Personnel
Subcontracting
Intellectual Property
Confidentiality
Data Protection
Regulatory Compliance
Record Keeping
Audit Rights
Term
Termination
Consequences of Termination
Force Majeure
Liability
Indemnification
Insurance
Assignment and Transfer
Change Control
Notices
Entire Agreement
Severability
Variation
Waiver
Third Party Rights
Anti-Corruption
Governing Law
Dispute Resolution
Financial Services
Professional Services
Information Technology
Management Consulting
Legal Services
Banking
Insurance
Investment Management
Real Estate
Healthcare
Telecommunications
Manufacturing
Energy
Legal
Finance
Procurement
Commercial
Operations
Compliance
Risk Management
Business Development
Account Management
Service Delivery
Contract Management
Chief Financial Officer
Finance Director
Legal Counsel
Commercial Director
Procurement Manager
Contract Manager
Business Development Manager
Operations Director
Compliance Officer
Risk Manager
Project Manager
Account Manager
Service Delivery Manager
Financial Controller
General Counsel
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