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1. Parties: Identification of the contracting parties with 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. Services: Detailed description of the services to be provided, including scope and deliverables
5. Term and Termination: Duration of the agreement, renewal provisions, and termination rights
6. Fees and Payment: Payment terms, invoicing procedures, and payment timeline
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: Protection and handling of confidential information
11. Liability and Indemnification: Limitation of liability and indemnification obligations
12. Force Majeure: Provisions for unforeseeable circumstances preventing performance
13. General Provisions: Standard legal provisions including notices, assignment, and amendments
14. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for disputes
15. Execution: Signature blocks and execution formalities
1. Service Levels: Specific performance metrics and standards, include when service quality measurements are critical
2. Data Protection: Specific provisions for handling personal data, required when personal data processing is involved
3. Insurance: Insurance requirements, include for high-risk or regulated services
4. Audit Rights: Right to audit service provider's operations, important for regulated industries or critical services
5. Business Continuity: Disaster recovery and business continuity requirements, essential for critical services
6. Non-Competition: Restrictions on competitive activities, relevant when sharing sensitive market information
7. Personnel: Requirements for staff qualifications and vetting, important when services involve key personnel
8. Compliance with Laws: Specific regulatory compliance obligations, necessary for regulated industries
9. Change Control: Process for managing changes to services or terms, useful for long-term or complex services
1. Schedule 1 - Service Description: Detailed technical specifications and scope of services
2. Schedule 2 - Service Levels: Detailed performance metrics, measurement methods, and remedies
3. Schedule 3 - Charges: Detailed pricing, payment structure, and rate cards
4. Schedule 4 - Key Personnel: List of key staff and their roles/responsibilities
5. Schedule 5 - Data Processing Agreement: Detailed data protection obligations if personal data is processed
6. Schedule 6 - Business Continuity Plan: Detailed procedures for ensuring service continuity
7. Schedule 7 - Change Control Procedure: Detailed process for implementing and documenting changes
8. Appendix A - Contact Details: List of key contacts and escalation procedures
9. Appendix B - Required Insurance: Specific insurance types and coverage amounts
Applicable Law
Business Day
Charges
Commencement Date
Confidential Information
Contract Year
Client
Client Materials
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Material Breach
Parties
Personal Data
Service Provider
Services
Service Levels
Service Credits
Specifications
Term
Territory
Working Hours
Change Request
Dispute
Documentation
Initial Term
Losses
Personnel
Progress Report
Quality Standards
Renewal Period
Representatives
Schedule
Service Failure
Sub-contractor
Termination Date
VAT
Work Product
Working Day
Appointment
Duration and Term
Services
Service Levels
Fees and Payment
Invoicing
Value Added Tax
Performance Obligations
Client Obligations
Service Provider Obligations
Change Control
Key Personnel
Staff Vetting
Subcontracting
Quality Standards
Compliance with Laws
Records and Audits
Intellectual Property Rights
Data Protection
Confidentiality
Publicity
Anti-Bribery
Force Majeure
Insurance
Limitation of Liability
Indemnification
Termination
Exit Management
Assignment and Novation
Notices
Severability
Entire Agreement
Variation
Waiver
Third Party Rights
Dispute Resolution
Governing Law and Jurisdiction
Information Technology
Professional Services
Management Consulting
Financial Services
Healthcare
Manufacturing
Telecommunications
Construction
Real Estate
Logistics and Transportation
Education and Training
Marketing and Advertising
Research and Development
Engineering
Facilities Management
Legal
Procurement
Finance
Operations
Commercial
Risk and Compliance
Business Development
Project Management
Account Management
Vendor Management
Service Delivery
Administrative
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
General Counsel
Legal Counsel
Procurement Manager
Contract Manager
Commercial Director
Operations Director
Project Manager
Account Manager
Business Development Manager
Risk Manager
Compliance Officer
Finance Director
Head of Operations
Service Delivery Manager
Vendor Management Officer
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