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Master Intercompany Services Agreement
"Need a Master Intercompany Services Agreement for our Singapore subsidiary to provide IT support services to our group companies in APAC, with specific focus on data protection compliance and transfer pricing requirements to be effective from March 2025."
1. Parties: Identification of service provider and recipient entities, including company registration details and registered addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the intercompany services arrangement
3. Definitions: Key terms used throughout the agreement including Services, Service Levels, Charges, Group Company, etc.
4. Services: Framework for services provision, service standards, and modification procedures
5. Charges and Payment: Service fees, payment terms, invoicing procedures, and transfer pricing compliance requirements
6. Term and Termination: Duration of agreement, renewal terms, termination rights and consequences
7. Confidentiality: Protection of confidential information, duration of obligations, and permitted disclosures
8. Compliance with Laws: Obligations to comply with applicable laws, including tax, employment, and data protection regulations
9. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
10. General Provisions: Standard boilerplate clauses including notices, assignment, entire agreement, and governing law
1. Data Protection: PDPA compliance provisions, cross-border data transfer requirements, and data security measures
2. Intellectual Property: IP ownership, licensing terms, and protection of pre-existing IP rights
3. Staff Transfer: Terms for secondment or transfer of personnel, including employment obligations
4. Force Majeure: Provisions dealing with events beyond reasonable control of the parties
5. Anti-Corruption: Compliance with anti-bribery and corruption laws, including reporting obligations
1. Schedule 1 - Service Description: Detailed specifications of services, delivery requirements, and acceptance criteria
2. Schedule 2 - Charging Schedule: Detailed pricing, rates, payment terms, and cost allocation methodology
3. Schedule 3 - Service Levels: Performance metrics, service level requirements, and remedies for failure
4. Schedule 4 - Transfer Pricing Methodology: Documentation of arm's length pricing approach and compliance requirements
5. Schedule 5 - Governance and Reporting: Service management, reporting requirements, and escalation procedures
Authors
Agreement
Business Day
Charges
Commencement Date
Confidential Information
Control
Data Protection Laws
Deliverables
Effective Date
Force Majeure Event
Group
Intellectual Property Rights
Key Performance Indicators
Laws
Material Breach
Personal Data
Representatives
Service Credits
Service Levels
Services
Service Provider
Service Recipient
Subsidiary
Term
Territory
Third Party
Transfer Pricing Requirements
Working Hours
Service Provision
Service Standards
Performance Monitoring
Charges and Payment
Transfer Pricing
Invoicing
Tax
Personnel
Intellectual Property Rights
Data Protection
Confidentiality
Record Keeping
Audit Rights
Warranties
Indemnification
Liability Limitation
Force Majeure
Term and Duration
Termination
Exit Management
Change Control
Dispute Resolution
Notices
Assignment and Subcontracting
Entire Agreement
Severability
Waiver
Variation
Third Party Rights
Governing Law
Counterparts
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