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Preliminary Services Agreement
"I need a Preliminary Services Agreement for an IT consulting company providing initial system analysis and feasibility assessment to a Manila-based manufacturing company, with services starting March 2025 and running for 3 months, including strong data protection and confidentiality provisions."
1. Parties: Identification of the parties entering into the agreement, including their complete legal names, addresses, and registration details
2. Background: Context of the preliminary services arrangement, including the purpose and intent of the parties
3. Definitions: Key terms used throughout the agreement
4. Scope of Preliminary Services: Detailed description of the preliminary services to be provided
5. Term and Timeline: Duration of the preliminary services period and key milestones
6. Fees and Payment Terms: Compensation structure for the preliminary services, including payment schedule and method
7. Obligations of Service Provider: Key responsibilities and commitments of the party providing the preliminary services
8. Obligations of Client: Key responsibilities and commitments of the client, including provision of necessary information and access
9. Intellectual Property Rights: Ownership and usage rights of any IP created during the preliminary services phase
10. Confidentiality: Protection of confidential information exchanged during the preliminary services
11. Termination: Circumstances under which the agreement can be terminated and the consequences
12. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes
13. Entire Agreement: Standard boilerplate confirming this document represents the complete agreement regarding preliminary services
1. Transition to Definitive Agreement: Include when there is a clear intention to enter into a full service agreement following the preliminary phase
2. Data Protection: Include when the services involve processing personal data under the Data Privacy Act
3. Force Majeure: Include when the nature of services makes them vulnerable to external disruptions
4. Insurance Requirements: Include when the services involve significant risks requiring specific insurance coverage
5. Anti-Corruption Compliance: Include when dealing with government entities or regulated industries
6. Foreign Exchange Provisions: Include when payments are made in foreign currency or cross-border services are involved
7. Non-Competition: Include when protecting business interests requires restricting future competitive activities
8. Warranties and Representations: Include when specific assurances about capacity or capabilities are crucial
1. Schedule A - Scope of Services: Detailed breakdown of the preliminary services to be provided, including specific deliverables and timelines
2. Schedule B - Fee Schedule: Detailed breakdown of fees, payment milestones, and reimbursable expenses
3. Schedule C - Key Personnel: List of key personnel from both parties involved in the preliminary services
4. Schedule D - Required Documentation: List of documents, permits, or certifications required for the services
5. Appendix 1 - Service Level Requirements: Specific performance standards and metrics for the preliminary services
6. Appendix 2 - Compliance Requirements: Specific regulatory or industry compliance requirements applicable to the services
Authors
Information Technology
Construction
Professional Services
Manufacturing
Energy
Healthcare
Real Estate Development
Business Process Outsourcing
Infrastructure
Telecommunications
Financial Services
Mining and Resources
Education
Research and Development
Legal
Operations
Procurement
Business Development
Finance
Risk Management
Compliance
Commercial
Project Management
Technical Services
Legal Counsel
Contract Manager
Project Manager
Business Development Manager
Operations Director
Chief Executive Officer
Chief Financial Officer
Procurement Manager
Commercial Director
Risk Manager
Compliance Officer
Technical Director
Head of Operations
Managing Director
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