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The Master Sub Agreement serves as a foundational document for companies operating in the Netherlands who need to establish long-term subcontracting relationships. It provides a comprehensive framework under Dutch law that governs how work packages are commissioned, delivered, and managed between a main contractor and their subcontractors. This agreement type is particularly valuable when organizations anticipate multiple projects or ongoing service requirements, as it streamlines the contracting process by establishing standard terms that apply to all subsequent work orders. The document incorporates essential elements of Dutch commercial law, including civil code requirements, working conditions regulations, and where applicable, sector-specific compliance obligations. It is designed to be both flexible enough to accommodate various types of services and specific enough to provide clear governance and risk allocation mechanisms.

1. Parties: Identification of the main contractor and the subcontractor, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between parties, and general purpose of the master agreement

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation

4. Structure and Scope: Framework of the master agreement and how individual work orders or statements of work will operate under it

5. Appointment and Term: Formal appointment of subcontractor, commencement date, and duration of the agreement

6. Ordering Process: Procedures for requesting, proposing, and accepting specific work packages under the master agreement

7. Subcontractor Obligations: Core obligations, service standards, and compliance requirements for the subcontractor

8. Main Contractor Obligations: Support, access, and information to be provided by the main contractor

9. Personnel: Requirements for personnel, key staff, and supervision of subcontractor's workforce

10. Pricing and Payment: Fee structure, payment terms, invoicing requirements, and payment dispute procedures

11. Intellectual Property Rights: Ownership and licensing of existing and created intellectual property

12. Confidentiality: Protection and handling of confidential information

13. Liability and Insurance: Risk allocation, limitation of liability, and required insurance coverage

14. Termination: Grounds for termination, termination process, and consequences of termination

15. Post-Termination: Obligations and rights of parties after termination, including transition assistance

16. General Provisions: Standard boilerplate clauses including notices, assignment, amendments, and governing law