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Sourcing Fee Agreement
"I need a Sourcing Fee Agreement for engaging a procurement specialist to source automotive parts suppliers in Asia, with a combined fixed and success fee structure, starting March 2025, including KPIs for supplier quality and delivery performance."
1. Parties: Identifies and provides full details of all parties to the agreement
2. Background: Sets out the context and purpose of the agreement, including the parties' intentions
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Appointment and Scope: Establishes the appointment of the sourcing agent and defines the scope of services
5. Term: Specifies the duration of the agreement, including start date and any renewal provisions
6. Fees and Payment Terms: Details the fee structure, calculation method, payment timing, and invoicing requirements
7. Services and Obligations: Specifies the detailed services to be provided and obligations of the sourcing agent
8. Client Obligations: Outlines the responsibilities and obligations of the client
9. Intellectual Property: Addresses ownership and usage rights of any IP created or used during the sourcing process
10. Confidentiality: Defines confidential information and establishes confidentiality obligations
11. Representations and Warranties: Contains standard warranties and representations from both parties
12. Liability and Indemnification: Sets out liability limitations and indemnification obligations
13. Termination: Specifies termination rights, process, and consequences
14. General Provisions: Contains standard boilerplate clauses including notices, assignment, and governing law
1. Success Fee: Optional section for including performance-based fees or bonuses, used when the agreement includes success-based compensation
2. International Sourcing: Additional provisions for international sourcing activities, including currency, trade terms, and compliance with international laws
3. Exclusivity: Provisions for exclusive sourcing arrangements, used when the agent has exclusive rights
4. Key Performance Indicators: Defines specific performance metrics and targets, used when measuring agent performance is crucial
5. Sub-contractors: Provisions regarding the use of sub-contractors or third parties, used when sub-contracting is permitted
6. Insurance: Specific insurance requirements, used for high-value or high-risk sourcing activities
7. Compliance with Standards: Requirements for compliance with specific industry standards or certifications
8. Force Majeure: Provisions for unforeseen circumstances, particularly relevant for international sourcing
1. Schedule 1 - Fee Schedule: Detailed breakdown of all fees, including base fees, success fees, and any other charges
2. Schedule 2 - Services Description: Detailed description of the sourcing services to be provided
3. Schedule 3 - Service Levels: Specific service levels and performance metrics if applicable
4. Schedule 4 - Approved Sub-contractors: List of pre-approved sub-contractors if relevant
5. Schedule 5 - Reporting Requirements: Templates and requirements for regular reporting
6. Schedule 6 - Territory Definition: Definition of geographical areas covered by the agreement if applicable
7. Appendix A - Contact Details: Key contact information for both parties
8. Appendix B - Required Documentation: Templates or examples of required documentation for sourcing activities
Authors
Business Day
Commencement Date
Confidential Information
Contract Year
Deliverables
Effective Date
Engagement
Fees
Force Majeure Event
GST
Initial Term
Intellectual Property Rights
Key Performance Indicators
Material Breach
Performance Metrics
Project
Purchase Order
Quarter
Related Bodies Corporate
Renewal Term
Reports
Services
Service Levels
Sourcing Fee
Success Fee
Supplier
Target Market
Term
Territory
Transaction
Client Materials
Sourcing Process
Sourcing Strategy
Specified Products
Success Criteria
Supply Agreement
Third Party Costs
Volume Threshold
Working Hours
Scope of Services
Term and Renewal
Fees and Payment
Success Fee
Performance Requirements
Service Levels
Reporting Obligations
Client Obligations
Representations and Warranties
Confidentiality
Intellectual Property
Data Protection
Non-Competition
Non-Solicitation
Exclusivity
Sub-Contracting
Force Majeure
Limitation of Liability
Indemnification
Insurance
Termination
Assignment
Variation
Notices
Governing Law
Dispute Resolution
GST and Taxation
Entire Agreement
Severability
Compliance with Laws
Anti-Bribery and Corruption
Record Keeping
Audit Rights
Manufacturing
Retail
Technology
Construction
Mining
Agriculture
Healthcare
Fashion and Apparel
Automotive
Food and Beverage
Telecommunications
Energy
Professional Services
Industrial Equipment
Consumer Goods
Procurement
Supply Chain
Legal
Finance
Operations
Commercial
Vendor Management
Contract Management
Business Development
Risk Management
Compliance
Strategic Sourcing
Procurement Manager
Supply Chain Director
Chief Procurement Officer
Sourcing Specialist
Commercial Manager
Contract Manager
Business Development Manager
Operations Director
Finance Director
Legal Counsel
Purchasing Manager
Category Manager
Vendor Manager
Supply Chain Analyst
Strategic Sourcing Manager
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