1. Parties: Identification and details of the service provider and customer, including registered addresses and company registration numbers
2. Background: Context of the agreement, relationship between parties, and high-level purpose of the procurement arrangement
3. Definitions: Detailed definitions of technical terms, service metrics, and key concepts used throughout the agreement
4. Scope of Services: Detailed description of procurement services to be provided, including geographical coverage and service categories
5. Service Levels: Specific, measurable performance standards and KPIs for the procurement services
6. Procurement Process: Step-by-step procedures for procurement activities, including requisition, approval, and ordering processes
7. Pricing and Payment Terms: Fee structure, payment schedules, invoicing requirements, and any volume-based discounts
8. Governance and Reporting: Management structure, regular review meetings, reporting requirements, and escalation procedures
9. Compliance and Audit Rights: Requirements for regulatory compliance and customer's rights to audit procurement activities
10. Data Protection and Confidentiality: Obligations regarding handling of confidential information and compliance with privacy laws
11. Term and Termination: Duration of agreement, renewal terms, and circumstances for termination
12. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
13. Force Majeure: Circumstances excusing performance and related procedures
14. Dispute Resolution: Process for resolving disputes, including escalation procedures and jurisdiction
15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
