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Indemnity Service Agreement
I need an Indemnity Service Agreement for a software maintenance provider in Denmark, with a liability cap of 5 million DKK and specific provisions for data protection, starting March 1, 2025.
1. Parties: Identifies and provides full details of the contracting parties
2. Background: Explains the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Details the services to be provided under the agreement
5. Indemnification Obligations: Specifies the scope, extent, and limitations of indemnification
6. Service Standards: Establishes the required quality and performance standards for services
7. Fees and Payment: Details the fee structure, payment terms, and related conditions
8. Term and Termination: Specifies the duration of the agreement and termination provisions
9. Liability and Insurance: Sets out liability limitations and insurance requirements
10. Confidentiality: Establishes obligations regarding confidential information
11. Force Majeure: Addresses circumstances beyond parties' reasonable control
12. Governing Law and Jurisdiction: Specifies Danish law as governing law and jurisdiction
13. General Provisions: Includes standard boilerplate clauses and miscellaneous provisions
1. Data Protection: Required when services involve processing of personal data
2. Intellectual Property: Needed when services involve creation or use of intellectual property
3. Service Levels: Include when specific performance metrics need to be maintained
4. Audit Rights: Important when regular verification of service delivery is required
5. Compliance with Laws: Detailed section needed for heavily regulated industries
6. Subcontracting: Include when service provider may need to engage subcontractors
7. Change Control: Required for long-term agreements where service scope may evolve
8. Exit Assistance: Important for critical services requiring transition support
1. Schedule 1 - Service Description: Detailed description of services to be provided
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics and measurement criteria
4. Schedule 4 - Insurance Requirements: Detailed insurance coverage requirements
5. Schedule 5 - Data Processing Agreement: Required if personal data processing is involved
6. Appendix A - Contact Details: Key contacts and notice details for both parties
7. Appendix B - Required Documentation: List of documents required for service delivery
8. Appendix C - Reporting Requirements: Templates and schedules for required reports
Authors
Applicable Law
Business Day
Charges
Claims
Commencement Date
Confidential Information
Contract Year
Customer
Customer Data
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Indemnified Party
Indemnifying Party
Indemnified Loss
Initial Term
Intellectual Property Rights
Key Personnel
Liability
Loss
Material Breach
Notice
Personal Data
Representatives
Services
Service Levels
Service Provider
Service Standards
Specifications
Subcontractor
Term
Third Party
Working Hours
Definitions
Services Scope
Service Standards
Indemnification
Limitation of Liability
Insurance Requirements
Fees and Payment
Term and Duration
Termination
Performance Standards
Service Levels
Quality Assurance
Confidentiality
Data Protection
Intellectual Property
Force Majeure
Dispute Resolution
Governing Law
Assignment
Subcontracting
Amendments
Notices
Entire Agreement
Severability
Waiver
Third Party Rights
Compliance with Laws
Anti-Corruption
Audit Rights
Reports and Records
Personnel
Risk Allocation
Warranties
Representations
Force Majeure
Information Technology
Professional Services
Financial Services
Construction
Healthcare
Manufacturing
Logistics
Energy
Consulting
Insurance
Telecommunications
Legal
Risk Management
Compliance
Operations
Finance
Commercial
Procurement
Business Development
Service Delivery
Contract Administration
Legal Counsel
Contract Manager
Risk Manager
Compliance Officer
Operations Director
Chief Financial Officer
Project Manager
Business Development Manager
Service Delivery Manager
Commercial Director
General Counsel
Insurance Manager
Chief Operating Officer
Procurement Manager
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