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MSA Management Services Agreement Template for Netherlands

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Key Requirements PROMPT example:

MSA Management Services Agreement

"I need a Management Services Agreement (MSA) under Dutch law for my technology consulting firm to provide management services to a group of three affiliated companies in the Netherlands, with specific provisions for shared services and GDPR compliance, to be effective from March 1, 2025."

Document background
The MSA Management Services Agreement under Dutch law is essential for businesses seeking to formalize the provision of professional management services. This document is particularly relevant when companies require external management expertise, want to structure intra-group management arrangements, or need to establish clear governance frameworks. The agreement comprehensively addresses key aspects required under Dutch law and EU regulations, including service scope, performance standards, liability provisions, and data protection requirements. It's commonly used in corporate restructuring, group company arrangements, or when engaging professional management services providers. The document ensures compliance with Dutch corporate governance requirements, the Civil Code (Burgerlijk Wetboek), and relevant EU directives while providing a clear framework for the management relationship.
Suggested Sections

1. Parties: Identification of the service provider and recipient company, including registration details as required under Dutch law

2. Background: Context of the agreement and brief description of the parties' intentions

3. Definitions: Key terms used throughout the agreement, including specific Dutch legal terms where relevant

4. Appointment and Scope of Services: Description of management services to be provided and terms of appointment

5. Term and Termination: Duration of the agreement and termination provisions, including notice periods

6. Service Provider's Obligations: Detailed responsibilities and duties of the service provider, including compliance with Dutch corporate governance requirements

7. Client's Obligations: Responsibilities of the client company, including provision of information and cooperation

8. Fees and Payment: Compensation structure, payment terms, and expenses

9. Confidentiality: Protection of confidential information and trade secrets

10. Data Protection: GDPR compliance measures and data processing obligations

11. Liability and Indemnification: Limitation of liability provisions within Dutch law parameters

12. Force Majeure: Circumstances excusing performance under Dutch law

13. Notices: Communication procedures and formal notice requirements

14. Governing Law and Jurisdiction: Confirmation of Dutch law application and jurisdiction

15. General Provisions: Standard clauses including severability, entire agreement, and amendments

Optional Sections

1. Intellectual Property Rights: Include when management services involve creation or use of intellectual property

2. Non-Competition and Non-Solicitation: Include when protecting against competitive activities is crucial

3. Insurance: Include when specific insurance requirements need to be specified

4. Group Company Provisions: Include when services extend to group companies or subsidiaries

5. Compliance with Specific Regulations: Include when services involve regulated industries or activities

6. Key Performance Indicators: Include when specific performance metrics need to be met

7. Audit Rights: Include when regular auditing of services is required

8. Business Continuity: Include when service continuity is critical to operations

9. Step-in Rights: Include when client needs right to take over services in specific circumstances

Suggested Schedules

1. Schedule 1 - Services Description: Detailed description of management services to be provided

2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms

3. Schedule 3 - Service Levels: Performance standards and metrics for service delivery

4. Schedule 4 - Key Personnel: Details of key management personnel providing services

5. Schedule 5 - Governance and Reporting: Management reporting requirements and governance procedures

6. Schedule 6 - Data Processing Agreement: GDPR-compliant data processing terms and procedures

7. Schedule 7 - Business Continuity Plan: Procedures for ensuring continuity of services

8. Appendix A - Contact Details: Key contact information for both parties

9. Appendix B - Required Insurance Coverage: Specific insurance requirements and coverage levels

Authors

Alex Denne

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

Relevant legal definitions

















































Clauses














































Relevant Industries

Professional Services

Financial Services

Technology

Manufacturing

Real Estate

Healthcare

Retail

Energy

Telecommunications

Construction

Logistics

Consulting

Hospitality

Education

Relevant Teams

Legal

Finance

Operations

Compliance

Corporate Governance

Risk Management

Commercial

Business Development

Administration

Corporate Services

Contract Management

Executive Management

Company Secretariat

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Managing Director

Corporate Counsel

Legal Director

Operations Director

Compliance Officer

Company Secretary

Business Development Manager

Contract Manager

Risk Manager

Corporate Governance Officer

Head of Finance

General Counsel

Commercial Director

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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