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International Master Fee Protection Agreement
"I need an International Master Fee Protection Agreement governed by Philippine law for protecting consulting fees between our Singapore-based management consultancy and our clients across Southeast Asia, with specific provisions for quarterly fee audits and USD/PHP currency conversion mechanisms."
1. Parties: Identification of the contracting parties, including full legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the fee protection arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement, including Protected Fees, Territory, and Intellectual Property
4. Scope of Agreement: Detailed description of the fees to be protected and the territorial scope of protection
5. Fee Protection Obligations: Core obligations regarding the protection of fees, including non-circumvention provisions
6. Payment Terms: Terms and conditions for fee payments, including calculation methods, payment schedules, and currencies
7. Audit Rights: Rights and procedures for auditing fee calculations and payments
8. Confidentiality: Obligations regarding the protection of confidential information shared between parties
9. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
10. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law provisions
11. General Provisions: Standard contractual provisions including notices, amendments, and severability
1. Intellectual Property Rights: Specific provisions regarding IP rights when the protected fees involve intellectual property
2. Data Protection: Additional provisions for handling personal or sensitive data, particularly relevant when dealing with EU entities
3. Force Majeure: Provisions for handling unforeseen circumstances that may affect fee protection obligations
4. Anti-Corruption Compliance: Specific provisions for compliance with anti-corruption laws, particularly important for high-risk jurisdictions
5. Currency Risk Management: Provisions for handling currency fluctuations in international payments
6. Step-In Rights: Provisions allowing one party to take over certain obligations in specified circumstances
7. Change of Control: Provisions addressing changes in ownership or control of either party
1. Schedule 1 - Protected Fees: Detailed list and description of all fees covered under the protection agreement
2. Schedule 2 - Fee Calculation Methodology: Detailed methodology for calculating protected fees
3. Schedule 3 - Territorial Scope: Detailed description of geographical territories covered by the agreement
4. Schedule 4 - Authorized Representatives: List of authorized representatives from each party with their contact details
5. Schedule 5 - Reporting Requirements: Templates and procedures for regular fee reporting
6. Appendix A - Compliance Procedures: Detailed procedures for ensuring compliance with fee protection obligations
7. Appendix B - Audit Procedures: Detailed procedures for conducting fee audits
Authors
Financial Services
International Trade
Management Consulting
Investment Banking
Real Estate Development
Technology Services
Manufacturing
Distribution and Logistics
Professional Services
Energy and Resources
Telecommunications
Legal
Finance
Compliance
Treasury
International Business Development
Risk Management
Commercial Operations
Contract Administration
Corporate Affairs
Business Operations
Chief Financial Officer
Legal Counsel
Commercial Director
International Business Development Manager
Finance Director
Compliance Officer
Treasury Manager
Contracts Manager
Risk Manager
Business Operations Director
Managing Director
Chief Executive Officer
Partnership Manager
International Operations Manager
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