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1. Parties: Identification and details of the contracting parties, including registration numbers and authorized representatives
2. Background: Context of the agreement and general purpose of the service arrangement
3. Definitions and Interpretation: Key terms used throughout the agreement, including German legal terms where relevant
4. Scope of Services: Detailed description of services to be provided, referencing detailed specifications in schedules
5. Term and Termination: Duration of the agreement, renewal terms, and termination rights including extraordinary termination under German law
6. Service Provider's Obligations: Key responsibilities and warranties regarding service delivery, quality standards, and compliance requirements
7. Customer's Obligations: Cooperation obligations, provision of necessary information and materials, access requirements
8. Fees and Payment Terms: Pricing, payment schedule, invoicing requirements, and late payment consequences
9. Service Levels: Performance standards, measurement criteria, and consequences of non-achievement
10. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP
11. Confidentiality: Protection of business secrets and confidential information
12. Data Protection: GDPR compliance measures and data processing terms
13. Liability and Limitation: Liability provisions in accordance with German law limitations
14. Force Majeure: Events excusing performance, notification requirements, and consequences
15. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction of German courts
16. General Provisions: Standard clauses including severability, entire agreement, and form requirements
1. Personnel Requirements: Used when specific qualifications or security clearances are required for service personnel
2. Compliance with Specific Regulations: Include when services are in regulated industries (e.g., financial services, healthcare)
3. Insurance: Required when specific insurance coverage is necessary for the services
4. Change Control: Include for complex services where scope changes are likely
5. Business Continuity: Important for critical services requiring disaster recovery planning
6. Exit Management: Necessary for complex services requiring transition planning
7. Audit Rights: Include when compliance verification or performance monitoring is crucial
8. Subcontracting: Required when service provider may need to engage subcontractors
9. Non-Competition: Include when protecting against competitive activities is relevant
10. Environmental Requirements: Include for services with environmental impact or sustainability requirements
1. Service Specification: Detailed technical and operational specifications of the services
2. Service Levels and KPIs: Detailed performance metrics, measurement methods, and reporting requirements
3. Pricing and Payment Schedule: Detailed fee structure, rates, and payment milestones
4. Data Processing Agreement: Detailed GDPR-compliant data processing terms if personal data is processed
5. Security Requirements: IT security and physical security requirements and procedures
6. Contact Details and Escalation Procedure: Key personnel, communication protocols, and escalation matrix
7. Required Insurance Coverage: Specific insurance types and coverage levels
8. Form of Reports: Templates and formats for required service reports and documentation
9. Approved Subcontractors: List of pre-approved subcontractors if applicable
Applicable Law
Business Day
Charges
Commencement Date
Confidential Information
Customer
Customer Materials
Data Protection Laws
Deliverables
Documentation
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Material Breach
Personal Data
Personnel
Purchase Order
Service Credits
Service Level Agreement
Service Levels
Services
Service Provider
Service Provider Materials
Service Specification
Subcontractor
Term
Termination Date
Working Hours
Dienstleistungen (Services)
Werkleistungen (Work Performance)
Vergütung (Remuneration)
Gewährleistung (Warranty)
Höhere Gewalt (Force Majeure)
Vertraulichkeitsverpflichtung (Confidentiality Obligation)
Datenschutzgesetze (Data Protection Laws)
Geistiges Eigentum (Intellectual Property)
Leistungsbeschreibung (Service Specification)
Auftraggeber (Customer)
Auftragnehmer (Service Provider)
Change Request
Acceptance Criteria
Quality Standards
Response Time
Service Location
Emergency
Milestone
Project Plan
Scope of Services
Service Levels
Duration and Term
Fees and Payment
Service Provider Obligations
Customer Obligations
Change Control
Acceptance Testing
Quality Assurance
Personnel
Subcontracting
Intellectual Property
Data Protection
Confidentiality
Liability
Warranty
Force Majeure
Insurance
Compliance
Audit Rights
Anti-Corruption
Business Continuity
Termination
Exit Management
Assignment and Transfer
Notices
Dispute Resolution
Governing Law
Entire Agreement
Severability
Non-Solicitation
Records and Reports
Health and Safety
Environmental Compliance
Security Requirements
Performance Monitoring
Risk Management
Indemnification
Amendments
Competition Law
Language
Information Technology
Professional Services
Manufacturing
Financial Services
Healthcare
Telecommunications
Construction
Engineering
Consulting
Facilities Management
Research and Development
Transportation and Logistics
Energy and Utilities
Education and Training
Legal
Procurement
Commercial
Operations
Finance
Compliance
Project Management
Business Development
Account Management
Risk Management
Service Delivery
Technical Operations
Contract Administration
Legal Counsel
Procurement Manager
Contract Manager
Commercial Director
Operations Manager
Chief Financial Officer
Compliance Officer
Project Manager
Business Development Manager
Account Manager
Risk Manager
Service Delivery Manager
Technical Director
Chief Operating Officer
General Counsel
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