The Client Service Agreement is a fundamental business document used to formalize professional service relationships under Belgian law. It is essential for any business or individual providing professional services in Belgium or to Belgian clients, ensuring clear definition of service scope, deliverables, and mutual obligations. This agreement type combines requirements from the Belgian Civil Code, the Code of Economic Law, and EU regulations (particularly GDPR) to create a comprehensive framework for service delivery. The document is particularly important as it provides legal protection for both parties, establishes clear performance metrics, and addresses crucial aspects such as intellectual property rights, confidentiality, and liability limitations. It's designed to be adaptable for various service types while maintaining compliance with Belgian legal requirements.
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1. Parties: Identification and details of the service provider and client, including registration numbers and authorized representatives
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided, including any specific deliverables
5. Term and Duration: Period of the agreement, including start date and initial term
6. Fees and Payment Terms: Service fees, payment schedule, invoicing procedures, and late payment consequences
7. Service Provider's Obligations: Key responsibilities and commitments of the service provider
8. Client's Obligations: Key responsibilities and commitments of the client
9. Intellectual Property Rights: Ownership and usage rights of pre-existing and created IP
10. Confidentiality: Confidentiality obligations and handling of sensitive information
11. Data Protection: GDPR compliance and data processing obligations
12. Liability and Indemnification: Limitation of liability and indemnification provisions
13. Termination: Termination rights, notice periods, and consequences of termination
14. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction
15. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment
1. Service Levels: Include when specific performance metrics and standards need to be maintained
2. Change Control: Include for complex services where scope changes are likely
3. Personnel Requirements: Include when specific staff qualifications or security clearances are required
4. Insurance: Include when specific insurance coverage is required for the services
5. Business Continuity: Include for critical services requiring disaster recovery planning
6. Compliance with Industry Standards: Include when services must meet specific industry regulations or standards
7. Anti-Corruption: Include for international services or public sector clients
8. Non-Solicitation: Include to prevent hiring of each other's personnel
9. Audit Rights: Include when client requires right to audit service delivery or compliance
10. Environmental Requirements: Include when services have environmental impact or requirements
1. Schedule 1 - Service Description: Detailed technical specifications and scope of services
2. Schedule 2 - Service Levels: Specific performance metrics, measurement methods, and remedies
3. Schedule 3 - Charges: Detailed fee structure, rates, and payment terms
4. Schedule 4 - Key Personnel: Details of key staff assigned to provide the services
5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms and details
6. Schedule 6 - Change Control Procedure: Process for managing changes to services or terms
7. Appendix A - Service Location(s): List of locations where services will be provided
8. Appendix B - Technical Requirements: Technical specifications and requirements for service delivery
9. Appendix C - Contact Details: Key contacts and escalation procedures
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