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1. Parties: Identifies the contracting parties with their full legal names, registration numbers, and registered addresses
2. Background: Sets out the context and commercial intent of the agreement
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Scope of Agreement: Outlines the primary subject matter and scope of the business relationship
5. Term and Duration: Specifies the commencement date and duration of the agreement
6. Commercial Terms: Details the core commercial arrangements including pricing, payment terms, and delivery obligations
7. Rights and Obligations: Lists specific responsibilities and rights of each party
8. Representations and Warranties: Contains statements of fact and promises made by each party
9. Confidentiality: Provisions protecting confidential information exchanged between parties
10. Termination: Specifies circumstances and procedures for ending the agreement
11. Governing Law and Jurisdiction: Establishes Malaysian law as governing law and specifies jurisdiction for disputes
12. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Intellectual Property Rights: Required when IP is being created, licensed, or transferred as part of the business relationship
2. Data Protection: Needed when personal data processing is involved in the business activities
3. Force Majeure: Recommended when external events could significantly impact performance obligations
4. Non-Competition: Include when protecting against competitive activities is crucial
5. Insurance: Required when specific insurance coverage needs to be maintained
6. Audit Rights: Important when one party needs to verify the other's compliance or financial calculations
7. Assignment and Subcontracting: Include when transfer of rights or obligations needs to be controlled
8. Step-In Rights: Needed in critical service arrangements where service continuity is essential
9. Change Control: Required for long-term agreements where scope or terms may need adjustment
1. Schedule 1 - Service Specifications: Detailed description of services or deliverables
2. Schedule 2 - Pricing and Payment Terms: Detailed pricing structures, payment schedules, and calculation methodologies
3. Schedule 3 - Service Levels: Performance metrics and service level requirements
4. Schedule 4 - Key Personnel: List of key staff members and their roles
5. Schedule 5 - Technical Requirements: Technical specifications or requirements
6. Schedule 6 - Forms and Procedures: Standard forms, reporting templates, and operational procedures
7. Appendix A - Contact Details: Contact information for key representatives and notices
8. Appendix B - Compliance Requirements: Specific regulatory or compliance requirements applicable to the agreement
Manufacturing
Technology
Professional Services
Retail
Construction
Food and Beverage
Healthcare
Financial Services
Logistics and Transportation
Education
Real Estate
Energy
Telecommunications
Agriculture
Tourism and Hospitality
Legal
Commercial
Finance
Operations
Procurement
Business Development
Compliance
Risk Management
Corporate Secretarial
Project Management
Chief Executive Officer
Managing Director
Chief Financial Officer
Commercial Director
Head of Legal
Legal Counsel
Contract Manager
Business Development Manager
Operations Director
Procurement Manager
Company Secretary
Risk Manager
Compliance Officer
Project Manager
Finance Manager
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