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1. Parties: Identifies and provides details of the service provider and the client
2. Background: Sets out the context and purpose of the agreement
3. Definitions and Interpretation: Defines key terms and establishes interpretation principles
4. Term: Specifies the duration of the agreement, including start date and any renewal options
5. Services: Details the services to be provided and service standards
6. Payment Terms: Specifies fees, invoicing process, and payment obligations
7. Service Provider Obligations: Lists key obligations and responsibilities of the service provider
8. Client Obligations: Outlines the client's responsibilities and requirements
9. Intellectual Property: Addresses ownership and usage rights of IP created or used in providing services
10. Confidentiality: Protects confidential information of both parties
11. Privacy and Data Protection: Ensures compliance with privacy laws and data protection requirements
12. Liability and Indemnities: Sets out liability limitations and indemnification obligations
13. Insurance: Specifies required insurance coverage
14. Termination: Details circumstances and process for ending the agreement
15. Dispute Resolution: Establishes process for resolving disputes
16. General Provisions: Includes standard boilerplate clauses like notices, governing law, and assignment
1. Performance Standards and KPIs: Include when specific performance metrics need to be met
2. Service Credits: Include when financial penalties apply for service level failures
3. Business Continuity: Include for critical services requiring disaster recovery planning
4. Security Requirements: Include when services involve IT systems or sensitive data
5. Transition Services: Include when complex service handover is required at start or end
6. Change Control: Include when services may need to be modified during the term
7. Personnel Requirements: Include when specific qualifications or security clearances are needed
8. Compliance with Standards: Include when industry-specific standards or certifications apply
9. Audit Rights: Include when client needs right to audit service provider
10. Anti-bribery and Modern Slavery: Include for high-value contracts or when required by client policy
1. Schedule 1 - Services Description: Detailed description of services, deliverables, and specifications
2. Schedule 2 - Fees and Charges: Detailed pricing, rate cards, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics, measurement, and reporting requirements
4. Schedule 4 - Personnel: Key personnel, qualifications, and replacement procedures
5. Schedule 5 - Implementation Plan: Timeline and milestones for service implementation
6. Schedule 6 - Approved Subcontractors: List of pre-approved subcontractors if applicable
7. Schedule 7 - Insurance Requirements: Detailed insurance types and coverage levels
8. Schedule 8 - Security Requirements: Specific security protocols and requirements
9. Appendix A - Form of Change Request: Template for requesting and approving changes to services
10. Appendix B - Service Reports: Templates for required service reporting
Applicable Laws
Approved Personnel
Approved Subcontractors
Australian Consumer Law
Background IP
Business Day
Change Request
Charges
Client
Client Data
Client Materials
Commencement Date
Confidential Information
Contract Year
Deliverables
Dispute
Effective Date
Force Majeure Event
Good Industry Practice
GST
Implementation Plan
Initial Term
Intellectual Property Rights
Key Personnel
Loss
Material Breach
Milestone
New IP
Notice
Payment Terms
Performance Standards
Personal Information
Personnel
Project
Related Bodies Corporate
Renewal Term
Reports
Representatives
Schedule
Security Requirements
Service Credits
Service Levels
Services
Service Provider
Specifications
Term
Termination Date
Third Party Materials
Transition Period
Transition Plan
Variation
Work Health and Safety Laws
Interpretation
Term
Services
Service Levels
Personnel
Payment
GST
Invoicing
Performance Standards
Reporting
Subcontracting
Work Health and Safety
Quality Assurance
Compliance with Laws
Intellectual Property
Confidentiality
Privacy
Data Protection
Security
Insurance
Liability
Indemnification
Force Majeure
Termination
Transition
Dispute Resolution
Change Management
Business Continuity
Record Keeping
Audit Rights
Assignment
Variation
Notices
Governing Law
Entire Agreement
Severability
Waiver
Relationship of Parties
Modern Slavery
Anti-Bribery
Competition Law Compliance
Information Technology
Professional Services
Construction
Healthcare
Financial Services
Education
Manufacturing
Mining
Telecommunications
Consulting
Facilities Management
Business Process Outsourcing
Research and Development
Marketing and Advertising
Legal
Procurement
Commercial
Operations
Finance
Risk and Compliance
Project Management Office
Supply Chain
Information Technology
Business Development
Legal Counsel
Procurement Manager
Contract Manager
Commercial Manager
Operations Director
Chief Financial Officer
Risk Manager
Compliance Officer
Project Manager
Business Development Manager
General Manager
Chief Operating Officer
Vendor Manager
Supply Chain Manager
Chief Technology Officer
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