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Supply Of Services Agreement
"I need a Supply of Services Agreement for my IT company to provide cloud hosting and maintenance services to Irish healthcare clients, with strong emphasis on GDPR compliance and data security requirements, planned to commence from March 2025."
1. Parties: Identifies and provides full legal details of the contracting parties (service provider and customer)
2. Background: Sets out the context and purpose of the agreement, including brief description of the services to be provided
3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules
4. Services: Detailed description of the services to be provided, including scope, delivery methods, and standards
5. Duration and Commencement: Specifies the term of the agreement, including start date and any renewal provisions
6. Charges and Payment: Details the fees, payment terms, invoicing process, and any late payment consequences
7. Service Provider's Obligations: Lists the key obligations and responsibilities of the service provider
8. Customer's Obligations: Specifies the customer's responsibilities and obligations to enable service delivery
9. Data Protection: Addresses GDPR compliance and data processing obligations
10. Confidentiality: Protects confidential information exchanged during the service relationship
11. Intellectual Property Rights: Addresses ownership and usage rights of any IP involved in or created during service delivery
12. Limitation of Liability: Sets out liability caps and exclusions in compliance with Irish law
13. Termination: Specifies circumstances and processes for ending the agreement
14. Force Majeure: Addresses circumstances beyond parties' control affecting service delivery
15. General Provisions: Includes standard boilerplate clauses such as notices, assignment, and governing law
1. Service Levels: Include when specific performance metrics and service levels need to be maintained, with associated penalties or credits
2. Change Control: Include for long-term or complex services where scope or specifications may need to change during the term
3. Staff and Key Personnel: Include when specific individuals are critical to service delivery or when staff transfer issues need to be addressed
4. Insurance: Include when specific insurance requirements need to be maintained for the services
5. Audit Rights: Include when customer requires rights to audit service provider's compliance or performance
6. Business Continuity: Include for critical services requiring disaster recovery and business continuity planning
7. Anti-Bribery and Modern Slavery: Include when compliance with specific ethical business practices needs to be addressed
8. Exit Management: Include for complex services requiring detailed transition arrangements at termination
1. Service Description: Detailed technical specifications and scope of services
2. Charges: Detailed pricing structure, rates, and payment terms
3. Service Levels and KPIs: Detailed performance metrics, measurement methods, and service credits
4. Data Processing Agreement: Required under GDPR when personal data processing is involved
5. Personnel: Details of key personnel, qualifications, and any transfer arrangements
6. Customer Dependencies: Detailed list of customer-provided items, facilities, or assistance
7. Change Control Procedure: Detailed process for managing changes to services or agreement
8. Exit Plan: Detailed transition arrangements for service termination
Authors
Information Technology
Professional Services
Management Consulting
Facilities Management
Business Process Outsourcing
Healthcare Services
Financial Services
Educational Services
Marketing and Advertising
Engineering Services
Telecommunications
Property Management
Environmental Services
Human Resources Services
Legal
Procurement
Operations
Finance
Commercial
Compliance
Risk Management
Project Management
Business Development
Sales
Service Delivery
Account Management
Contract Administration
Legal Counsel
Commercial Director
Procurement Manager
Operations Director
Chief Financial Officer
Contract Manager
Business Development Manager
Service Delivery Manager
Compliance Officer
Risk Manager
Project Manager
Account Manager
Chief Operating Officer
Sales Director
General Counsel
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