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Supplier Service Agreement
"I need a Supplier Service Agreement for an IT consulting company providing software development services to our business, starting March 1, 2025, with standard confidentiality terms and source code ownership provisions."
1. Parties: Identification of the supplier and customer, including full legal names and addresses
2. Background: Context of the agreement, relationship between parties, and general purpose
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Services: Detailed description of services to be provided and service levels
5. Term and Renewal: Duration of the agreement and renewal provisions
6. Fees and Payment: Payment terms, invoicing, and payment methods
7. Supplier Obligations: Key responsibilities and commitments of the supplier
8. Customer Obligations: Key responsibilities and commitments of the customer
9. Compliance and Regulatory Requirements: Compliance with laws, regulations, and industry standards
10. Confidentiality: Protection and handling of confidential information
11. Liability and Indemnification: Risk allocation, limitations of liability, and indemnification provisions
12. Insurance: Required insurance coverage and limits
13. Termination: Grounds for termination and termination process
14. Effect of Termination: Consequences and obligations upon termination
15. Dispute Resolution: Process for resolving disputes between parties
16. General Provisions: Standard boilerplate clauses including notices, amendments, governing law
1. Intellectual Property Rights: Ownership and licensing of IP when services involve creation or use of intellectual property
2. Data Protection and Privacy: Specific provisions for handling personal data when services involve data processing
3. Equipment and Facilities: Terms governing use and maintenance of equipment or facilities if provided by either party
4. Personnel and Subcontractors: Requirements for service delivery personnel and use of subcontractors
5. Security Requirements: Specific security protocols and requirements when handling sensitive information or systems
6. Change Control: Process for managing changes to services or agreement terms in complex service arrangements
7. Business Continuity: Disaster recovery and business continuity requirements for critical services
8. Transition and Exit: Detailed transition and exit management provisions for complex service arrangements
9. Performance Monitoring: Specific KPIs and performance monitoring mechanisms for complex services
10. Audit Rights: Rights and procedures for auditing service delivery and compliance
1. Schedule A - Service Description: Detailed specification of services to be provided
2. Schedule B - Service Levels: Service level agreements, KPIs, and measurement methodology
3. Schedule C - Fees and Charges: Detailed fee structure, rates, and payment terms
4. Schedule D - Customer Requirements: Specific customer requirements, policies, and procedures
5. Schedule E - Form of Change Order: Template for documenting and approving changes to services
6. Schedule F - Key Personnel: Identification of key personnel and their roles
7. Schedule G - Security Requirements: Detailed security protocols and requirements
8. Schedule H - Data Processing Agreement: Specific terms for personal data processing if applicable
9. Appendix 1 - Insurance Requirements: Detailed insurance requirements and coverage limits
10. Appendix 2 - Approved Subcontractors: List of approved subcontractors if applicable
Authors
Information Technology
Professional Services
Manufacturing
Healthcare
Financial Services
Telecommunications
Construction
Energy
Retail
Transportation and Logistics
Business Process Outsourcing
Facilities Management
Consulting Services
Legal
Procurement
Operations
Finance
Supply Chain
Risk and Compliance
Commercial
Business Operations
Vendor Management
Contract Administration
Procurement Manager
Legal Counsel
Contract Manager
Operations Director
Chief Financial Officer
Supply Chain Manager
Vendor Relations Manager
Risk Manager
Compliance Officer
Business Unit Director
Project Manager
Category Manager
Commercial Manager
Chief Operating Officer
General Counsel
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