When it comes to business transactions, parties may find it necessary to have a side agreement to address specific concerns or issues that are not covered in the main contract. In the Philippines, having a side agreement can provide added security and protection for both parties involved in a transaction. In this article, we will discuss what a side agreement is, its importance, and provide a sample template for a side agreement in the Philippines.
What is a Side Agreement?
A side agreement is a separate agreement that parties involved in a transaction enter into to address specific matters that are not covered in the main contract. A side agreement supplements the main contract and can provide additional rights or obligations for both parties. Side agreements can cover a wide range of topics such as confidentiality provisions, non-compete clauses, indemnification, and dispute resolution mechanisms.
The Importance of a Side Agreement
A side agreement can provide added security and protection for both parties involved in a transaction. It allows the parties to address specific concerns or issues that are not covered in the main contract and can provide clarity on what each party`s responsibilities are. Side agreements can also help to avoid misunderstandings or disputes that may arise during the course of the contract.
Sample Side Agreement Template
The following is a sample template for a side agreement in the Philippines:
SIDE AGREEMENT
This Side Agreement (“Agreement”) is made and entered into on the ___ day of ____ 20___ by and between [Party A] and [Party B].
WHEREAS, the Parties have entered into a [type of main contract] dated [date of main contract];
WHEREAS, the Parties wish to enter into a separate agreement to supplement the terms and conditions of the main contract;
NOW, THEREFORE, the Parties agree as follows:
1. Term: This Agreement shall be effective as of the date set forth above and shall remain in full force and effect until the termination of the main contract.
2. Confidentiality: The Parties agree to maintain the confidentiality of any information disclosed by either Party in connection with this Agreement and the main contract.
3. Indemnification: The Parties agree to indemnify and hold harmless each other from any claims, damages, or expenses arising from their respective actions or omissions under this Agreement and the main contract.
4. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the Philippines.
5. Dispute Resolution: Any disputes arising out of or in connection with this Agreement shall be resolved through mediation in accordance with the rules of the Philippine Mediation Center.
6. Entire Agreement: This Agreement, together with the main contract, constitutes the entire agreement between the Parties and supersedes all prior negotiations, understanding, or agreements between the Parties.
7. Amendments: This Agreement may only be amended in writing and signed by both Parties.
IN WITNESS WHEREOF, the Parties have duly executed this Agreement on the date and year first above written.
[Party A]______________________
[Party B]______________________
Conclusion
In conclusion, a side agreement can provide added security and protection for both parties involved in a transaction. It allows the parties to address specific concerns or issues that are not covered in the main contract and can help to avoid misunderstandings or disputes. When entering into a side agreement, it is important to consult with legal professionals to ensure that all terms and conditions are properly addressed and accurately reflected in the agreement.