Program Management Agreement Template for Philippines

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Key Requirements PROMPT example:

Program Management Agreement

"I need a Program Management Agreement for our IT infrastructure upgrade project in Manila, where we'll engage a program manager to oversee a 12-month digital transformation initiative starting March 2025, with particular emphasis on data privacy compliance and local resource utilization."

Document background
The Program Management Agreement serves as a crucial legal instrument in the Philippine business environment, designed to formalize the engagement between professional program management service providers and organizations requiring structured program oversight. This document is essential when an organization needs external expertise to manage complex projects, programs, or initiatives while ensuring compliance with Philippine laws and regulations. The agreement typically includes detailed provisions for scope of services, performance metrics, reporting requirements, and risk management protocols, all aligned with Philippine legal requirements including the Civil Code, Corporation Code, and relevant industry-specific regulations. It is particularly valuable for large-scale projects or ongoing programs requiring professional management, coordination, and oversight, while providing clear accountability and governance structures.
Suggested Sections

1. Parties: Identifies and provides full legal details of the contracting parties - the Program Manager and the Client

2. Background: Contextual information explaining the purpose of the agreement and the parties' intention to enter into a program management arrangement

3. Definitions: Defines key terms used throughout the agreement to ensure clear interpretation

4. Appointment and Scope of Services: Details the formal appointment of the Program Manager and comprehensively outlines the services to be provided

5. Term and Timeline: Specifies the duration of the agreement and key project milestones

6. Program Manager's Obligations: Detailed listing of the Program Manager's duties, responsibilities, and deliverables

7. Client's Obligations: Specifies the Client's responsibilities, including provision of information, access, and resources

8. Fees and Payment Terms: Details the compensation structure, payment schedule, and related financial terms

9. Performance Standards and KPIs: Establishes the expected standards of service and key performance indicators

10. Reporting and Communication: Outlines reporting requirements, communication protocols, and meeting schedules

11. Intellectual Property Rights: Addresses ownership and usage rights of any IP created or used during the program

12. Confidentiality: Provisions for protecting confidential information of both parties

13. Liability and Indemnification: Defines the liability limitations and indemnification obligations of both parties

14. Termination: Conditions and procedures for terminating the agreement

15. General Provisions: Standard legal provisions including governing law, dispute resolution, force majeure, and notices

Optional Sections

1. Data Protection and Privacy: Required when the program involves handling personal or sensitive data, ensuring compliance with the Data Privacy Act

2. Anti-Corruption Compliance: Important when dealing with government contracts or public sector entities

3. Insurance: Detailed insurance requirements when the program involves significant risks or regulatory requirements

4. Change Management: Procedures for handling changes to the program scope or requirements, recommended for complex programs

5. Subcontracting: Required when the Program Manager may need to engage subcontractors

6. Force Majeure: Detailed provisions for handling unforeseen circumstances, particularly relevant in long-term or high-risk programs

7. Environmental and Social Responsibility: Required when the program has significant environmental or social impact

8. Local Content Requirements: Necessary when there are specific requirements for local resource utilization

Suggested Schedules

1. Schedule 1 - Scope of Services: Detailed breakdown of all services, deliverables, and responsibilities

2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, payment milestones, and pricing structure

3. Schedule 3 - Key Personnel: Lists key team members, their roles, and replacement procedures

4. Schedule 4 - Performance Metrics: Detailed KPIs, measurement methodologies, and reporting requirements

5. Schedule 5 - Project Timeline: Detailed program timeline, milestones, and deadlines

6. Schedule 6 - Reporting Templates: Standard templates for various required reports

7. Schedule 7 - Communication Protocol: Detailed procedures for routine and emergency communications

8. Appendix A - Required Insurance Coverage: Specific insurance requirements and minimum coverage levels

9. Appendix B - Compliance Requirements: List of applicable regulations and compliance requirements

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 and Infrastructure

Information Technology

Healthcare

Education

Manufacturing

Business Process Outsourcing

Real Estate Development

Energy and Utilities

Telecommunications

Government and Public Sector

Financial Services

Retail and Commercial Development

Relevant Teams

Legal

Operations

Project Management Office

Procurement

Finance

Risk and Compliance

Quality Assurance

Business Development

Technical Services

Human Resources

Contract Administration

Relevant Roles

Program Manager

Project Director

Chief Operating Officer

Operations Manager

Contract Manager

Legal Counsel

Procurement Manager

Risk Manager

Compliance Officer

Chief Financial Officer

Project Portfolio Manager

Business Development Manager

Technical Director

Quality Assurance Manager

Resource Manager

Senior Project Manager

Industries
Civil Code of the Philippines (Republic Act No. 386): Fundamental law governing contracts, obligations, and business relationships in the Philippines. Particularly relevant are Book IV on Obligations and Contracts, which provides the basic framework for contract formation, validity, and enforcement.
Corporation Code of the Philippines (Republic Act No. 11232): Governs corporate relationships and business operations, particularly relevant if either party is a corporation or if the program management involves corporate governance aspects.
Labor Code of the Philippines (Presidential Decree No. 442): Relevant if the program management agreement involves managing personnel or employees, covering aspects of employment relationships and worker protection.
Data Privacy Act of 2012 (Republic Act No. 10173): Crucial if the program management involves handling personal or sensitive information, ensuring compliance with data protection and privacy requirements.
Anti-Graft and Corrupt Practices Act (Republic Act No. 3019): Important for ensuring compliance and including appropriate anti-corruption provisions, especially if the program involves government contracts or public sector interactions.
Consumer Act of the Philippines (Republic Act No. 7394): Relevant if the program management services have direct consumer impact or involve consumer-facing products/services.
E-Commerce Act (Republic Act No. 8792): Applicable if the program management agreement involves digital transactions, electronic documents, or online services.
National Internal Revenue Code: Important for tax-related provisions and ensuring compliance with Philippine tax laws in relation to service fees and other financial aspects of the agreement.
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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