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Preliminary Services Agreement
"I need a Preliminary Services Agreement for an IT consultancy to conduct a 3-month feasibility study starting March 2025, including data protection provisions and requirements for transition to a main development contract if the study is successful."
1. Parties: Identifies the contracting parties and their details
2. Background: Sets out context and purpose of the preliminary services
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Details the preliminary services to be provided
5. Duration: Specifies term and termination provisions
6. Fees and Payment: Outlines payment terms and fee structure
7. Obligations of the Parties: Lists key responsibilities of each party
8. Confidentiality: Provisions for protecting confidential information
9. Liability and Indemnities: Defines liability limits and indemnification obligations
10. Governing Law and Jurisdiction: Specifies English and Welsh law as governing law and jurisdiction
1. Intellectual Property Rights: Include when services involve creation or use of intellectual property
2. Data Protection: GDPR and data protection obligations for personal data processing
3. Non-Compete: Restrictions on competitive activities when protecting business interests
4. Force Majeure: Provisions for unforeseen circumstances in long-term or high-value services
5. Insurance: Insurance requirements when specific coverage needs to be maintained
1. Schedule 1 - Services Description: Detailed specification of preliminary services
2. Schedule 2 - Fees and Payment Schedule: Breakdown of fees, rates and payment milestones
3. Schedule 3 - Service Levels: Performance metrics and quality standards
4. Schedule 4 - Key Personnel: Details of key staff involved in service delivery
5. Schedule 5 - Form of Main Agreement: Template or key terms of the main agreement to follow (if applicable)
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