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1. Parties: Identification of the contracting parties - the company receiving management services and the management company
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Key terms used throughout the agreement
4. Appointment and Scope: Formal appointment of the management company and detailed scope of services
5. Term and Renewal: Duration of the agreement and renewal provisions
6. Management Company's Obligations: Detailed responsibilities and duties of the management company
7. Client Company's Obligations: Responsibilities and duties of the client company
8. Fees and Payment Terms: Management fees, payment schedule, and other financial arrangements
9. Performance Standards: Expected service levels and performance metrics
10. Reporting and Accountability: Regular reporting requirements and accountability measures
11. Confidentiality: Protection of confidential information and trade secrets
12. Termination: Grounds for termination and termination procedures
13. Governing Law and Jurisdiction: Application of Philippine law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Foreign Investment Compliance: Required when the management company involves foreign ownership or control
2. Intellectual Property Rights: Needed when management services involve creation or use of intellectual property
3. Data Protection: Required when management services involve handling personal or sensitive data
4. Staff Transfer Provisions: Needed when management services involve transfer or secondment of employees
5. Insurance Requirements: Detailed insurance obligations when specific coverage is required
6. Force Majeure: Extended force majeure provisions for high-risk or critical management services
7. Anti-Corruption Compliance: Detailed compliance provisions for high-value or government-related contracts
8. Environmental Compliance: Required for management services in environmentally sensitive industries
9. Change Control Procedure: Needed for complex management arrangements requiring formal change management
1. Schedule 1 - Services Description: Detailed description of management services to be provided
2. Schedule 2 - Fee Structure: Detailed breakdown of management fees and payment calculations
3. Schedule 3 - Key Performance Indicators: Specific performance metrics and measurement criteria
4. Schedule 4 - Required Reports: List and format of required management reports
5. Schedule 5 - Key Personnel: Details of key management team members and their roles
6. Schedule 6 - Operating Procedures: Detailed operational procedures and protocols
7. Schedule 7 - Service Levels: Detailed service level requirements and metrics
8. Appendix A - Power of Attorney: If required for specific management actions
9. Appendix B - Compliance Requirements: Specific regulatory and compliance requirements
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