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1. Parties: Identification of the service provider and recipient, including full legal names and registered addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Scope of Services: General framework describing the types of services to be provided under the agreement
5. Service Orders: Process for requesting, accepting, and executing specific service orders under the framework
6. Service Provider's Obligations: Key obligations and responsibilities of the service provider
7. Customer's Obligations: Key obligations and responsibilities of the customer
8. Fees and Payment: Pricing structure, payment terms, and invoicing procedures
9. Service Levels: General principles for service quality and performance standards
10. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
11. Confidentiality: Protection and handling of confidential information
12. Data Protection: Compliance with PDPO and data handling requirements
13. Liability and Indemnification: Limitation of liability and indemnification obligations
14. Term and Termination: Duration of the agreement and termination rights
15. Force Majeure: Provisions for handling events beyond parties' reasonable control
16. Governing Law and Jurisdiction: Hong Kong law as governing law and jurisdiction for disputes
17. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Insurance: Required when services involve significant risks or regulatory requirements for insurance coverage
2. Compliance with Laws: Detailed compliance obligations when operating in regulated industries
3. Security Requirements: Specific security protocols when handling sensitive data or accessing customer systems
4. Business Continuity: Required for critical services or when customer requires specific disaster recovery measures
5. Anti-Bribery and Corruption: Detailed provisions for international services or when dealing with public sector
6. Environmental Compliance: Required when services have environmental impacts or for ESG compliance
7. Subcontracting: Rules for subcontracting when service provider may need to engage third parties
8. Change Control: Formal process for managing changes when complex services are involved
9. Staff and Key Personnel: Required when specific individuals are crucial to service delivery
1. Schedule 1 - Service Description: Detailed description of service categories covered under the framework
2. Schedule 2 - Service Levels and KPIs: Specific performance metrics and measurement methods
3. Schedule 3 - Fee Schedule: Detailed pricing structure, rates, and charging mechanisms
4. Schedule 4 - Service Order Template: Standard form for requesting specific services under the framework
5. Schedule 5 - Data Processing Agreement: Detailed data protection terms compliant with PDPO
6. Schedule 6 - Contact Details and Escalation Matrix: Key contacts and escalation procedures for both parties
7. Schedule 7 - Technical Requirements: Technical specifications and requirements for service delivery
8. Schedule 8 - Approved Subcontractors: List of pre-approved subcontractors if applicable
9. Appendix A - Service Report Template: Standard format for service performance reporting
Affiliate
Agreement
Applicable Law
Business Day
Charges
Confidential Information
Customer
Customer Data
Customer Materials
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Group
Intellectual Property Rights
Key Personnel
Loss
Personal Data
Personnel
Purchase Order
Representatives
Service Credits
Service Levels
Service Order
Services
Service Provider
Service Provider Materials
Service Recipient
Service Term
Specifications
Subcontractor
Term
Third Party Materials
Working Hours
Change Request
Commencement Date
Completion Date
Contract Year
Documentation
Emergency
Fees
Force Majeure Notice
Initial Term
Insolvency Event
Material Breach
Milestone
Notice
Performance Standards
Project
Quality Standards
Renewal Term
Review Meeting
Service Location
Service Reports
Software
Statement of Work
Termination Date
Territory
Variation
Warranty Period
Appointment
Term
Services
Service Orders
Service Levels
Performance Standards
Customer Obligations
Service Provider Obligations
Personnel
Subcontracting
Fees and Payment
Invoicing
Tax
Change Control
Quality Assurance
Reporting
Audit Rights
Intellectual Property Rights
Data Protection
Confidentiality
Security
Anti-Bribery and Corruption
Modern Slavery
Insurance
Liability
Indemnification
Force Majeure
Business Continuity
Termination
Exit Management
Assignment and Novation
Variation
Notices
Dispute Resolution
Governing Law and Jurisdiction
Entire Agreement
Severability
Third Party Rights
Announcements
Counterparts
Relationship of Parties
Waiver
Compliance with Laws
Health and Safety
Environmental Compliance
Record Keeping
warranties
Representations
Information Technology
Professional Services
Consulting
Facilities Management
Business Process Outsourcing
Healthcare Services
Financial Services
Telecommunications
Manufacturing
Logistics and Supply Chain
Real Estate Services
Engineering Services
Legal
Procurement
Operations
Commercial
Finance
Risk and Compliance
Business Development
Account Management
Service Delivery
Vendor Management
Project Management
General Counsel
Legal Counsel
Commercial Director
Procurement Manager
Contract Manager
Operations Director
Chief Operating Officer
Business Development Manager
Account Manager
Risk Manager
Compliance Officer
Finance Director
Project Manager
Service Delivery Manager
Vendor Manager
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