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Master Fee Protection Agreement
"I need a Master Fee Protection Agreement governed by Hong Kong law for a real estate development project, where advance payments from property buyers will be held in trust until construction milestones are met, with expected completion in March 2025."
1. Parties: Identification of all parties to the agreement including the fee payer, recipient, and any trustee or escrow agent
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Fee Protection Arrangement: Core mechanics of how fees will be protected, including trust or escrow structure
5. Payment Mechanisms: Procedures for payment into and out of the protected account
6. Release Conditions: Specified conditions that must be met for the release of protected fees
7. Rights and Obligations: Detailed responsibilities of each party under the agreement
8. Security Measures: Protections and controls implemented to secure the fees
9. Representations and Warranties: Standard declarations by all parties regarding their capacity and authority
10. Default and Remedies: Consequences and available remedies in case of breach
11. Term and Termination: Duration of the agreement and circumstances for termination
12. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
13. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Additional Services: Details of any additional services provided beyond basic fee protection, used when the arrangement includes extra services
2. Interest Arrangements: Provisions for handling interest earned on protected fees, included when interest-bearing accounts are used
3. Multi-Currency Provisions: Specific provisions for handling multiple currencies, used for international arrangements
4. Tax Provisions: Specific tax-related obligations and procedures, included when tax implications need to be addressed
5. Insurance Requirements: Additional insurance obligations, included when specific insurance coverage is required
6. Audit Rights: Provisions for auditing the fee protection arrangement, used in high-value or complex arrangements
7. Force Majeure: Provisions for handling unforeseen circumstances, included when specific risk allocation is needed
1. Schedule 1 - Fee Schedule: Detailed breakdown of fees and payment schedules
2. Schedule 2 - Account Details: Specifications of the protected account(s) and banking arrangements
3. Schedule 3 - Operating Procedures: Detailed procedures for day-to-day operation of the fee protection arrangement
4. Schedule 4 - Authorized Signatories: List of authorized persons who can approve fee releases
5. Schedule 5 - Release Request Forms: Standard forms for requesting release of protected fees
6. Appendix A - Compliance Requirements: Specific regulatory requirements and compliance procedures
7. Appendix B - Service Level Agreement: Performance standards and service levels if applicable
Authors
Financial Services
Real Estate
Professional Services
Construction
Investment Management
International Trade
Education
Technology Services
Consulting Services
Legal Services
Legal
Finance
Compliance
Treasury
Risk Management
Operations
Commercial
Client Services
Business Development
Account Management
Chief Financial Officer
Legal Counsel
Compliance Officer
Finance Director
Treasury Manager
Risk Manager
Operations Director
Contract Manager
Account Director
Trust Administrator
Escrow Manager
Commercial Director
Business Development Manager
Financial Controller
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