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Sourcing Fee Agreement
"I need a Sourcing Fee Agreement under Dutch law for engaging a service provider to identify potential suppliers in the automotive sector, with a 2% success fee and 6-month exclusivity period starting March 2025."
1. Parties: Identification of the service provider and client, including full legal names and registered addresses
2. Background: Context of the agreement, including the client's sourcing needs and provider's expertise
3. Definitions: Key terms used throughout the agreement, including 'Sourcing Services', 'Success Fee', and 'Target Company'
4. Scope of Services: Detailed description of the sourcing services to be provided
5. Fee Structure: Breakdown of fees, including any retainer, success fees, and calculation methods
6. Payment Terms: Timing and method of payment, including invoicing procedures and payment deadlines
7. Term and Termination: Duration of the agreement and circumstances for early termination
8. Confidentiality: Obligations regarding confidential information and trade secrets
9. Intellectual Property: Ownership and usage rights of any IP created during the services
10. Liability and Indemnification: Limits of liability and indemnification obligations
11. Governing Law and Jurisdiction: Specification of Dutch law and competent courts
12. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Exclusivity: Terms of exclusive engagement, used when the client agrees not to engage other sourcing providers
2. Success Criteria: Detailed metrics for determining successful completion, used in complex sourcing arrangements
3. Multi-Party Provisions: Additional terms for agreements involving multiple service providers or clients
4. Force Majeure: Provisions for unforeseen circumstances, particularly relevant in long-term arrangements
5. Non-Circumvention: Prevents direct engagement between client and target companies without involving the service provider
6. Data Protection: Detailed GDPR compliance terms, required when personal data processing is involved
7. International Provisions: Additional terms for cross-border sourcing activities
1. Schedule 1 - Service Description: Detailed scope of sourcing services and deliverables
2. Schedule 2 - Fee Calculation: Detailed methodology for calculating success fees and other charges
3. Schedule 3 - Target Company Criteria: Specific requirements and characteristics of target companies to be sourced
4. Schedule 4 - Reporting Requirements: Format and frequency of progress reports and documentation
5. Schedule 5 - Key Personnel: List of key team members and their roles in providing the services
6. Appendix A - Standard Terms: Standard terms and conditions referenced in the main agreement
7. Appendix B - Compliance Requirements: Specific regulatory or industry compliance requirements
Authors
Affiliate
Business Day
Confidential Information
Effective Date
Exclusivity Period
Fee
Force Majeure Event
Intellectual Property Rights
Introduction
Key Personnel
Notice
Project
Qualifying Transaction
Retainer Fee
Services
Service Provider
Source
Sourcing Period
Success Fee
Success Fee Period
Target Company
Target Criteria
Term
Territory
Transaction
Transaction Value
Valid Claim
Working Hours
Appointment
Services
Exclusivity
Success Fee
Retainer Fee
Payment Terms
Service Provider Obligations
Client Obligations
Representations and Warranties
Confidentiality
Data Protection
Intellectual Property
Non-Circumvention
Non-Solicitation
Term and Duration
Termination
Force Majeure
Liability
Indemnification
Assignment
Notices
Amendment
Severability
Entire Agreement
Third Party Rights
Governing Law
Dispute Resolution
Anti-Corruption
Compliance with Laws
Manufacturing
Technology
Professional Services
Industrial
Retail
Consumer Goods
Energy
Healthcare
Telecommunications
Automotive
Aerospace
Chemical
Pharmaceuticals
Financial Services
Legal
Procurement
Finance
Supply Chain
Mergers & Acquisitions
Business Development
Commercial
Vendor Management
Strategic Sourcing
Corporate Development
Chief Procurement Officer
Sourcing Manager
Procurement Director
Supply Chain Manager
M&A Director
Chief Financial Officer
Business Development Manager
Commercial Director
Legal Counsel
Contracts Manager
Strategic Sourcing Specialist
Vendor Management Lead
Head of Supply Chain
Acquisition Manager
Corporate Development Director
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