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Service Provider Contract
"I need a Service Provider Contract under Belgian law for an IT consultancy providing cloud migration services to our manufacturing company, with a planned start date of March 1, 2025, including specific data protection provisions and service level requirements."
1. Parties: Identification of the service provider and the client, including full legal names, registration numbers, and registered addresses
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 the services to be provided, including any specific requirements or standards
5. Term and Termination: Duration of the agreement, renewal terms, and circumstances under which either party may terminate
6. Fees and Payment Terms: Service fees, payment schedule, invoicing requirements, and VAT arrangements
7. Independent Contractor Status: Clear statement of the service provider's status as an independent contractor, not an employee
8. Obligations of the Service Provider: Key responsibilities, quality standards, and performance requirements
9. Obligations of the Client: Client's responsibilities, including provision of necessary information and cooperation
10. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created intellectual property
11. Confidentiality: Protection of confidential information and trade secrets
12. Data Protection: GDPR compliance and data processing obligations
13. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements
14. Force Majeure: Circumstances excusing performance and related procedures
15. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction for disputes
16. General Provisions: Standard clauses including notices, amendments, assignment, and severability
1. Service Levels: Include when specific performance metrics or service levels need to be maintained
2. Audit Rights: Include when the client requires rights to audit the service provider's performance or compliance
3. Non-Competition: Include when the service provider should be restricted from working with competitors
4. Non-Solicitation: Include when parties wish to prevent solicitation of each other's employees or clients
5. Equipment and Materials: Include when specific equipment or materials are provided by either party
6. Training and Support: Include when ongoing training or support is part of the services
7. Compliance with Specific Regulations: Include when services are in regulated industries (e.g., financial services, healthcare)
8. Insurance: Include as separate section when specific insurance requirements are extensive
9. Business Continuity: Include when service continuity is critical to the client's operations
1. Schedule 1 - Service Description: Detailed technical specifications and scope of the services
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics, KPIs, and measurement methods
4. Schedule 4 - Data Processing Agreement: Detailed GDPR-compliant data processing terms if personal data is processed
5. Schedule 5 - Contact Details: Key contacts and escalation procedures
6. Schedule 6 - Required Insurance Coverage: Specific insurance types and coverage amounts
7. Appendix A - Required Forms: Standard forms for reporting, invoicing, or service requests
8. Appendix B - Technical Requirements: Technical specifications, systems requirements, or integration details
Authors
Services
Service Provider
Client
Deliverables
Effective Date
Term
Service Fees
Intellectual Property Rights
Confidential Information
Personal Data
Data Protection Laws
Business Day
Force Majeure Event
Good Industry Practice
Service Levels
Authorized Representatives
Applicable Laws
Background IP
Foreground IP
Affiliates
Contract Year
Service Location
Specification
Subcontractor
Material Breach
Working Day
VAT
Project
Change Request
Acceptance Criteria
Service Credits
Personnel
Professional Standards
Quality Standards
Related Agreements
Third Party Materials
Working Hours
Emergency
Regulatory Requirements
Implementation Period
Review Period
Support Services
Documentation
Dispute
Losses
Payment Terms
Territory
Term
Payment
Independent Contractor Status
Intellectual Property
Confidentiality
Data Protection
Performance Standards
Warranties
Liability
Indemnification
Insurance
Force Majeure
Termination
Notice
Assignment
Subcontracting
Non-Competition
Non-Solicitation
Compliance with Laws
Audit Rights
Dispute Resolution
Governing Law
Personnel
Record Keeping
Service Levels
Change Control
Business Continuity
Anti-Corruption
Entire Agreement
Severability
Amendment
Third Party Rights
Waiver
Counterparts
VAT and Taxation
Resources and Equipment
Health and Safety
Quality Assurance
Reporting
Training
Information Technology
Professional Services
Management Consulting
Financial Services
Marketing and Advertising
Engineering
Healthcare Services
Education and Training
Business Process Outsourcing
Facilities Management
Human Resources
Research and Development
Environmental Services
Telecommunications
Legal
Procurement
Finance
Operations
Human Resources
Compliance
Risk Management
Commercial
Business Development
Project Management
Vendor Management
Legal Counsel
Procurement Manager
Contract Manager
Business Development Manager
Operations Director
Chief Financial Officer
Project Manager
Compliance Officer
Risk Manager
Commercial Director
HR Director
Department Head
Chief Executive Officer
General Counsel
Vendor Manager
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