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Mutual Service Agreement
"I need a Mutual Service Agreement between my software development company and a digital marketing agency in Jakarta, where we will provide custom software solutions in exchange for their marketing services, starting March 2025, with specific focus on data protection and intellectual property rights."
1. Parties: Identification and details of all parties entering into the agreement
2. Background: Context of the agreement and brief description of each party's business and intentions
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided by each party
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Service Standards: Quality standards and performance metrics for services provided by both parties
7. Fees and Payment Terms: Financial arrangements, payment schedules, and billing procedures
8. Representations and Warranties: Statements of fact and promises made by each party
9. Confidentiality: Protection of confidential information exchanged between parties
10. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
11. Liability and Indemnification: Allocation of risks and responsibilities between parties
12. Force Majeure: Provisions for handling events beyond parties' control
13. Termination: Conditions and procedures for ending the agreement
14. Dispute Resolution: Procedures for resolving disagreements, including jurisdiction and governing law
15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Regulatory Compliance: Include when services are in regulated industries or require specific permits/licenses
2. Insurance: Include when specific insurance coverage is required for service delivery
3. Data Protection: Include when personal data processing is involved in service delivery
4. Service Level Agreement (SLA): Include when specific performance metrics need to be measured and maintained
5. Anti-Corruption and Compliance: Include when dealing with government entities or international transactions
6. Foreign Currency Provisions: Include when payments are made in non-Indonesian Rupiah
7. Territory Restrictions: Include when services are limited to specific geographic areas
8. Personnel Requirements: Include when specific qualifications or security clearances are needed
1. Schedule A - Service Specifications: Detailed technical specifications of services to be provided by each party
2. Schedule B - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule C - Service Levels: Specific performance metrics, KPIs, and measurement methods
4. Schedule D - Contact Details: Key personnel and contact information for both parties
5. Schedule E - Required Documentation: List of documents, permits, and certifications required
6. Appendix 1 - Report Templates: Standard templates for required service reports and documentation
7. Appendix 2 - Operating Procedures: Detailed procedures for service delivery and coordination
8. Appendix 3 - Compliance Certificates: Copies of relevant permits, licenses, and certificates
Authors
Applicable Law
Business Day
Commencement Date
Confidential Information
Deliverables
Effective Date
Force Majeure Event
Initial Term
Intellectual Property Rights
Key Performance Indicators
Material Breach
Party A Services
Party B Services
Performance Standards
Personnel
Quality Standards
Renewal Term
Service Credits
Service Fees
Service Hours
Service Levels
Service Location
Service Period
Service Schedule
Service Specifications
Sub-contractor
Term
Territory
Working Hours
Change Request
Dispute
Emergency
Good Industry Practice
Governing Law
Implementation Plan
Notice
Related Entities
Representatives
Response Time
Security Requirements
Service Interruption
Termination Date
Definitions
Services Scope
Term and Duration
Service Standards
Performance Requirements
Mutual Obligations
Payment Terms
Invoicing
Service Levels
Quality Assurance
Monitoring and Reporting
Personnel
Confidentiality
Data Protection
Intellectual Property
Warranties
Representations
Indemnification
Liability Limitations
Insurance
Force Majeure
Termination
Exit Management
Assignment
Subcontracting
Notice Requirements
Dispute Resolution
Governing Law
Language Requirements
Amendment
Entire Agreement
Severability
Waiver
Compliance
Anti-Corruption
Record Keeping
Audit Rights
Business Continuity
Relationship of Parties
Regulatory Compliance
Tax Obligations
Information Technology
Professional Services
Manufacturing
Logistics & Supply Chain
Financial Services
Healthcare
Retail & E-commerce
Telecommunications
Education & Training
Business Process Outsourcing
Marketing & Advertising
Engineering & Construction
Legal
Operations
Business Development
Procurement
Service Delivery
Account Management
Compliance
Strategic Planning
Finance
Risk Management
Commercial Operations
Partner Relations
Chief Executive Officer
Chief Operating Officer
Legal Counsel
Contract Manager
Business Development Manager
Operations Director
Project Manager
Procurement Manager
Service Delivery Manager
Account Manager
Commercial Director
Compliance Officer
Partnership Manager
Strategic Planning Director
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