Sub Advisor Agreement Template for Ireland

The Sub Advisor Agreement is essential in the Irish financial services sector when an investment advisor or fund manager wishes to delegate certain investment management responsibilities to another professional entity. This document is particularly crucial given Ireland's position as a major financial services hub and must comply with both Irish and EU regulatory requirements. The Sub Advisor Agreement covers critical aspects such as investment strategies, risk management, compliance procedures, reporting requirements, and fee structures. It is designed to meet the requirements of the Central Bank of Ireland, incorporating necessary provisions from MiFID II, GDPR, and other relevant regulations. The agreement is typically used by regulated financial entities and must address specific regulatory obligations, fiduciary responsibilities, and operational requirements while ensuring appropriate oversight and control mechanisms are in place.

1. Parties: Identification of the primary advisor and sub-advisor, including regulatory status and contact details

2. Background: Context of the agreement, regulatory framework, and brief description of the services

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Scope: Formal appointment of sub-advisor and detailed scope of services

5. Regulatory Compliance: Obligations regarding regulatory compliance, licenses, and authorizations

6. Duties and Responsibilities: Detailed responsibilities of both parties, including investment guidelines and restrictions

7. Fees and Expenses: Fee structure, calculation methods, payment terms, and expense allocation

8. Representations and Warranties: Standard and specific representations and warranties from both parties

9. Risk Management: Risk management procedures and controls

10. Confidentiality: Confidentiality obligations and permitted disclosures

11. Data Protection: GDPR compliance and data processing obligations

12. Reporting and Documentation: Required reports, frequency, and documentation requirements

13. Standard of Care and Liability: Standard of care, indemnification, and limitation of liability

14. Term and Termination: Duration, renewal, and termination provisions

15. Post-Termination Obligations: Obligations surviving termination and transition requirements

16. General Provisions: Standard boilerplate clauses including notices, amendments, governing law