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Management Services Agreement
"I need a Management Services Agreement for my Hong Kong-based IT consulting firm to provide technology infrastructure management services to a financial services company, with strict data protection provisions and compliance with HKMA regulations."
1. Parties: Identification of the service provider and the client company, including full legal names and registered addresses
2. Background: Context of the agreement, brief description of the parties' businesses, and purpose of the management services arrangement
3. Definitions: Definitions of key terms used throughout the agreement
4. Appointment and Scope of Services: Details of the service provider's appointment and comprehensive description of management services to be provided
5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances for termination
6. Fees and Payment Terms: Management fee structure, payment schedule, expenses, and invoicing procedures
7. Service Provider's Obligations: Detailed responsibilities and performance standards of the service provider
8. Client's Obligations: Client's responsibilities including provision of information, access, and support
9. Confidentiality: Protection and handling of confidential information from both parties
10. Intellectual Property Rights: Ownership and usage rights of IP created during service provision
11. Data Protection: Compliance with PDPO and data handling requirements
12. Liability and Indemnification: Limitation of liability and mutual indemnification provisions
13. Force Majeure: Provisions for unforeseen circumstances affecting service delivery
14. Governing Law and Jurisdiction: Specification of Hong Kong law and jurisdiction
15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Non-Competition: Restrictions on competitive activities, used when service provider may have access to sensitive business information
2. Insurance: Insurance requirements, included when specific coverage is needed for high-risk services
3. Key Personnel: Identification and obligations of key service provider staff, used when specific individuals are crucial to service delivery
4. Service Levels: Specific performance metrics and standards, included when quantifiable service levels are required
5. Audit Rights: Client's rights to audit service provider's performance and records, used in regulated industries or for critical services
6. Business Continuity: Disaster recovery and business continuity requirements, important for critical management services
7. Anti-Corruption: Compliance with anti-corruption laws, particularly important when dealing with public entities or regulated industries
8. Change Control: Procedures for changing service scope or terms, useful for long-term or complex service arrangements
1. Schedule 1 - Services Description: Detailed breakdown of management services to be provided
2. Schedule 2 - Fee Schedule: Detailed fee structure, rates, and payment terms
3. Schedule 3 - Service Levels and KPIs: Specific performance metrics and measurement criteria
4. Schedule 4 - Key Personnel: Details of key team members and their roles
5. Schedule 5 - Reports and Deliverables: List and format of required reports and deliverables
6. Schedule 6 - Client Policies: Relevant client policies that service provider must comply with
7. Appendix A - Form of Reports: Templates for required management and performance reports
8. Appendix B - Change Request Form: Standard form for requesting changes to services or terms
Authors
Applicable Laws
Business Day
Confidential Information
Client
Client Group
Client Materials
Commencement Date
Deliverables
Effective Date
Fee Schedule
Force Majeure Event
Good Industry Practice
Hong Kong
Initial Term
Intellectual Property Rights
Key Personnel
Management Services
Material Breach
Notice
Personal Data
Personnel
Professional Standards
Related Companies
Renewal Term
Reports
Service Levels
Service Provider
Services
Specified Personnel
Term
Termination Date
Working Hours
Data Protection Laws
Change Request
Compliance Requirements
Dispute
Emergency
Fees
Indemnified Parties
Loss
Performance Standards
Records
Representatives
Service Commencement Date
Service Location
Subsidiary
Appointment
Term
Services
Service Provider Obligations
Client Obligations
Fees and Payment
Key Personnel
Service Levels
Performance Standards
Reporting Requirements
Records and Audits
Confidentiality
Data Protection
Intellectual Property
Non-Competition
Non-Solicitation
Warranties
Indemnification
Limitation of Liability
Force Majeure
Insurance
Termination
Exit Management
Assignment and Subcontracting
Change Control
Dispute Resolution
Notices
Governing Law
Entire Agreement
Severability
Amendments
Third Party Rights
Compliance with Laws
Anti-Corruption
Business Continuity
Health and Safety
Relationship of Parties
Survival
Financial Services
Professional Services
Real Estate
Technology
Manufacturing
Retail
Healthcare
Hospitality
Education
Construction
Logistics
Energy
Legal
Operations
Finance
Procurement
Compliance
Risk Management
Commercial
Business Development
Executive Management
Corporate Services
Contract Management
Chief Executive Officer
Chief Operating Officer
Managing Director
Operations Manager
Business Development Manager
Project Manager
Legal Counsel
Compliance Officer
Finance Director
Contract Manager
Procurement Manager
Risk Manager
Company Secretary
General Counsel
Commercial Director
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