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Master Service Agreement
"I need an Austrian Master Service Agreement for providing IT consulting services to financial institutions, with strong emphasis on data protection, cybersecurity requirements, and regulatory compliance obligations for the banking sector."
1. Parties: Identification and details of the contracting parties, including registration numbers and addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Scope of Services: General description of services to be provided under the agreement
5. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
6. Service Provider's Obligations: Key obligations and responsibilities of the service provider
7. Customer's Obligations: Key obligations and responsibilities of the customer
8. Fees and Payment Terms: Pricing, payment terms, invoicing requirements, and late payment consequences
9. Service Levels: Performance standards and service level requirements
10. Data Protection and Privacy: GDPR compliance and data protection obligations
11. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
12. Confidentiality: Protection and handling of confidential information
13. Liability and Indemnification: Limitation of liability and indemnification obligations
14. Force Majeure: Rights and obligations in case of force majeure events
15. Governing Law and Jurisdiction: Austrian law as governing law and jurisdiction provisions
16. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Insurance: Insurance requirements - include when services involve significant risk or physical presence
2. Compliance with Laws: Specific regulatory compliance obligations - include for regulated industries
3. Anti-Corruption: Anti-corruption and business ethics provisions - include for international services or public sector contracts
4. Personnel: Requirements for service provider's personnel - include when services are delivered by specific individuals
5. Audit Rights: Customer's audit rights - include for regulated industries or critical services
6. Business Continuity: Business continuity and disaster recovery - include for critical services
7. Change Control: Process for changes to services - include for complex or long-term services
8. Exit Assistance: Transition assistance upon termination - include for complex or critical services
1. Schedule 1 - Service Description: Detailed description of services to be provided
2. Schedule 2 - Service Levels: Detailed service level requirements and measurement criteria
3. Schedule 3 - Charges: Detailed pricing, rate cards, and payment terms
4. Schedule 4 - Data Processing Agreement: GDPR-compliant data processing terms and details
5. Schedule 5 - Contact Details: Key contacts and escalation procedures
6. Schedule 6 - Technical Requirements: Technical specifications and requirements
7. Appendix A - Form of Change Order: Template for documenting changes to services
8. Appendix B - Security Requirements: Information security requirements and standards
Authors
Applicable Law
Background IP
Business Day
Charges
Confidential Information
Customer
Customer Data
Customer Materials
Data Protection Laws
Deliverables
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Group
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Personal Data
Personnel
Project
Related Entities
Renewal Term
Service Credits
Service Levels
Services
Specification
Statement of Work
Subcontractor
Term
Third Party Materials
Working Hours
Change Request
Compliance Requirements
Control
Customer Dependencies
Disclosing Party
Emergency Maintenance
Foreground IP
Implementation Services
Maintenance Window
Milestone
Performance Standards
Planned Maintenance
Receiving Party
Regulatory Requirements
Representatives
Response Time
Service Provider
Service Provider Systems
Support Services
Term Sheet
Territory
Virus
Work Product
Background
Definitions
Services Scope
Service Levels
Term
Termination
Payment
Invoicing
Price Adjustment
Performance Standards
Quality Requirements
Acceptance Testing
Customer Obligations
Provider Obligations
Personnel
Subcontracting
Intellectual Property
Data Protection
Confidentiality
Security Requirements
Audit Rights
Compliance
Anti-Corruption
Record Keeping
Warranties
Indemnification
Liability Limitation
Insurance
Force Majeure
Change Control
Dispute Resolution
Governing Law
Jurisdiction
Assignment
Notices
Severability
Entire Agreement
Amendment
Waiver
Third Party Rights
Business Continuity
Exit Management
Non-Solicitation
Health and Safety
Environmental Compliance
Interpretation
Order of Precedence
Representation and Warranties
Time of Essence
Relationship of Parties
Information Technology
Professional Services
Consulting
Manufacturing
Financial Services
Healthcare
Telecommunications
Construction
Energy
Logistics
Business Process Outsourcing
Research and Development
Legal
Procurement
Finance
Operations
Commercial
Compliance
Risk Management
Business Development
Service Delivery
Account Management
Executive Leadership
Legal Counsel
Procurement Manager
Contract Manager
Chief Financial Officer
Commercial Director
Operations Director
Chief Executive Officer
Project Manager
Account Manager
Risk Manager
Compliance Officer
Business Development Manager
Service Delivery Manager
Chief Operating Officer
Chief Legal Officer
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