抖阴视频

Overagreement for Philippines

Overagreement Template for Philippines

A comprehensive master agreement governed by Philippine law that establishes the framework for an ongoing business relationship between two or more parties. This document sets out the overarching terms and conditions that will govern all subsequent agreements or transactions between the parties, including key commercial terms, operational procedures, and legal safeguards. It incorporates specific requirements under Philippine commercial law, including provisions from the Civil Code of the Philippines and relevant regulatory requirements, while providing flexibility for future specific agreements to be executed under its umbrella.

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What is a Overagreement?

The Overagreement serves as a foundational document for establishing long-term business relationships in the Philippine context. It is particularly useful when parties anticipate multiple future transactions or agreements and want to avoid negotiating basic terms repeatedly. This master agreement streamlines future dealings by establishing standard terms, procedures, and protocols upfront, while ensuring compliance with Philippine legal requirements including the Civil Code, E-commerce Act, and other relevant regulations. The document typically includes comprehensive provisions for subsidiary agreements, risk allocation, dispute resolution, and operational procedures, making it especially valuable for complex business relationships involving multiple transactions or services over time.

What sections should be included in a Overagreement?

1. Parties: Identifies and provides full legal details of all parties entering into the agreement

2. Background: Sets out the context and purpose of the master agreement, including the parties' intention to enter into future specific agreements

3. Definitions: Comprehensive definitions of terms used throughout the agreement and any future subsidiary agreements

4. Scope and Structure: Defines the overall scope of the master agreement and its relationship with future subsidiary agreements

5. Term and Termination: Duration of the master agreement and circumstances under which it can be terminated

6. Subsidiary Agreements: Process for entering into subsidiary agreements and their relationship with the master agreement

7. General Terms and Conditions: Standard terms that will apply to all subsidiary agreements

8. Payment Terms: General framework for pricing, invoicing, and payment applicable across all subsidiary agreements

9. Confidentiality: Obligations regarding confidential information shared under the master agreement and any subsidiary agreements

10. Intellectual Property: General provisions regarding IP ownership, licenses, and usage rights

11. Liability and Indemnification: Framework for liability allocation and indemnification obligations

12. Dispute Resolution: Procedures for resolving disputes under the master agreement or subsidiary agreements

13. Governing Law: Specification of Philippine law as governing law and jurisdiction

14. General Provisions: Standard boilerplate clauses including notices, assignment, severability, etc.

What sections are optional to include in a Overagreement?

1. Data Protection: Required if the relationship involves processing of personal data or if either party is subject to data protection regulations

2. Compliance with Laws: Detailed section needed if operating in heavily regulated industries or involving cross-border activities

3. Insurance: Required if specific insurance coverage needs to be maintained by either party

4. Service Levels: Include if the relationship involves ongoing service provision with specific performance standards

5. Change Control: Needed if the relationship requires formal processes for managing changes to services or deliverables

6. Business Continuity: Required for critical business relationships or regulated industries

7. Anti-Corruption: Important if dealing with government entities or in industries with high corruption risk

8. Environmental and Social Responsibility: Include if relevant to the industry or if either party has specific ESG requirements

What schedules should be included in a Overagreement?

1. Schedule 1 - Form of Subsidiary Agreement: Template or key terms for future subsidiary agreements

2. Schedule 2 - Pricing Framework: General pricing principles and mechanisms for determining prices in subsidiary agreements

3. Schedule 3 - Service/Product Categories: List and description of types of services or products covered by the agreement

4. Schedule 4 - Technical Requirements: Any overarching technical specifications or standards that apply

5. Schedule 5 - Key Personnel: Details of key contacts and responsible personnel from each party

6. Schedule 6 - Governance Structure: Framework for relationship management and decision-making processes

7. Schedule 7 - Compliance Requirements: Specific regulatory or compliance requirements applicable to the relationship

8. Appendix A - Authorized Signatories: List of personnel authorized to sign subsidiary agreements

Authors

Alex Denne

Head of Growth (Open Source Law) @ 抖阴视频 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Philippines

Publisher

抖阴视频

Document Type

Loan Agreement

Sector

Banking

Cost

Free to use
Relevant legal definitions

























































Clauses









































Relevant Industries

Information Technology

Manufacturing

Professional Services

Financial Services

Telecommunications

Healthcare

Retail and Distribution

Construction

Energy and Utilities

Business Process Outsourcing

Relevant Teams

Legal

Procurement

Commercial

Finance

Compliance

Risk Management

Operations

Business Development

Corporate Affairs

Contract Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Corporate Secretary

Commercial Director

Head of Procurement

Contract Manager

Legal Counsel

Business Development Director

Chief Financial Officer

Risk Manager

Compliance Officer

Operations Director

Project Manager

Procurement Officer

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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