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The Master Fee Agreement is designed for businesses operating in the Philippines that require a structured framework for managing ongoing fee arrangements and payment terms with their service providers or clients. This document is particularly useful when parties anticipate multiple engagements or services over time and need a standardized approach to fee calculations, invoicing, and payment processing. The agreement ensures compliance with Philippine legal requirements, including the Civil Code, National Internal Revenue Code, and relevant financial regulations. It typically includes detailed fee schedules, payment mechanisms, currency considerations, and tax implications, serving as a foundational document that can be referenced by subsequent service-specific agreements. The Master Fee Agreement is especially valuable for businesses with complex fee structures or those engaging in regular, recurring service arrangements that require clear financial terms and conditions.

1. Parties: Identifies and defines the parties to the agreement, including their legal names, addresses, and company registration details

2. Background: Sets out the context and purpose of the agreement, including the nature of the business relationship

3. Definitions: Defines key terms used throughout the agreement for clarity and consistency

4. Scope of Services: Detailed description of the services to be provided under the agreement

5. Fee Structure: Comprehensive outline of all fees, including calculation methods, payment terms, and currency

6. Payment Terms: Details of payment timing, invoicing procedures, and payment methods

7. Term and Termination: Duration of the agreement and conditions for termination

8. Obligations of the Parties: Specific responsibilities and obligations of each party

9. Representations and Warranties: Standard warranties and representations made by each party

10. Confidentiality: Provisions protecting confidential information exchanged during the business relationship

11. Intellectual Property: Protection and ownership of intellectual property rights

12. Limitation of Liability: Limits on liability and indemnification provisions

13. Force Majeure: Provisions for unforeseen circumstances affecting performance

14. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment