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Master Fee Agreement
"I need a Master Fee Agreement for a technology consulting firm based in Ontario, providing cloud services to financial institutions, with monthly billing cycles and success fees based on client cost savings."
1. Parties: Identification of the contracting parties including full legal names and addresses
2. Background: Context of the agreement and business relationship between the parties
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Scope of Services: Overview of services covered by the fee arrangement
5. Fee Structure: Core principles and methodologies for fee calculation
6. Payment Terms: Payment timing, methods, and currencies
7. Invoicing Requirements: Invoice format, content, and submission procedures
8. Term and Termination: Duration of agreement and termination provisions
9. Confidentiality: Protection of confidential information and trade secrets
10. Representations and Warranties: Standard commercial warranties and representations
11. Limitation of Liability: Limitations on liability and indemnification provisions
12. Dispute Resolution: Procedures for resolving disputes
13. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Service Level Requirements: Include when specific performance metrics need to be maintained
2. Currency Exchange: Include for cross-border transactions with multiple currencies
3. Audit Rights: Include when one party requires rights to audit fee calculations or service delivery
4. Force Majeure: Include when services may be impacted by events beyond parties' control
5. Insurance Requirements: Include when specific insurance coverage is required
6. Data Protection: Include when personal or sensitive data is processed
7. Intellectual Property: Include when IP rights need to be addressed in service delivery
8. Change Control: Include when fee structures or services may need formal change processes
1. Schedule A - Fee Schedule: Detailed breakdown of all fees, rates, and charges
2. Schedule B - Service Specifications: Detailed description of services covered by the agreement
3. Schedule C - Service Levels: Performance metrics and service level requirements
4. Schedule D - Authorized Representatives: List of key contacts and authorized signatories
5. Schedule E - Invoice Format: Template and requirements for invoice submission
6. Schedule F - Reporting Requirements: Templates and timing for required reports
7. Appendix 1 - Calculation Methodologies: Detailed explanation of fee calculation methods
8. Appendix 2 - Escalation Procedures: Process for dispute escalation and resolution
Authors
Approved Bank
Business Day
Commencement Date
Confidential Information
Contract Year
Disbursements
Effective Date
Extraordinary Expenses
Fees
Force Majeure Event
GST/HST
Initial Term
Interest Rate
Invoice
Key Personnel
Material Breach
Minimum Fee
Notice
Payment Currency
Payment Due Date
Performance Metrics
Renewal Term
Representatives
Service Levels
Services
Standard Fees
Statement of Work
Success Fee
Term
Territory
Third Party Costs
Time Sheet
Variable Fees
Working Hours
Base Rate
Calculation Period
Default Interest
Dispute
Emergency Services
Fee Schedule
Intellectual Property Rights
Performance Standards
Rate Card
Regulatory Requirements
Service Credits
Special Rates
Termination Date
Value Added Tax
Definitions
Fee Structure
Payment Terms
Invoicing
Service Standards
Term and Duration
Performance Obligations
Confidentiality
Data Protection
Intellectual Property
Representations and Warranties
Limitation of Liability
Indemnification
Force Majeure
Termination
Assignment and Subcontracting
Change Control
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Amendment
Third Party Rights
Currency
Audit Rights
Record Keeping
Service Levels
Insurance
Anti-Corruption
Competition Law
Regulatory Compliance
Financial Services
Professional Services
Technology
Consulting
Banking
Insurance
Healthcare
Telecommunications
Business Process Outsourcing
Legal Services
Real Estate
Asset Management
Investment Banking
Cloud Services
Software Development
Legal
Finance
Commercial Operations
Procurement
Business Development
Account Management
Treasury
Risk Management
Compliance
Operations
Chief Financial Officer
Finance Director
Commercial Director
Legal Counsel
Contract Manager
Procurement Manager
Business Development Manager
Account Executive
Financial Controller
Treasury Manager
Operations Director
Relationship Manager
Pricing Analyst
Commercial Operations Manager
Risk Manager
Compliance Officer
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