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Third Party Vendor Contract
"I need a Third Party Vendor Contract for a technology services provider based in Jakarta who will be developing and maintaining our company's enterprise software systems starting March 2025, with specific emphasis on data protection and intellectual property rights under Indonesian law."
1. Parties: Identification and details of the contracting parties, including their legal status and registration information
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of services or goods to be provided by the vendor
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Payment Terms: Pricing, payment schedule, invoicing requirements, and payment methods
7. Service Levels: Performance standards, KPIs, and quality requirements
8. Vendor Obligations: Key responsibilities and commitments of the vendor
9. Client Obligations: Key responsibilities and commitments of the client
10. Compliance: Regulatory compliance requirements and applicable laws
11. Confidentiality: Protection and handling of confidential information
12. Intellectual Property: Ownership and usage rights of IP created or used during the engagement
13. Data Protection: Requirements for handling personal and business data
14. Liability and Indemnification: Allocation of risks and responsibilities for damages
15. Termination: Grounds and process for contract termination
16. Force Majeure: Provisions for unforeseen circumstances and their handling
17. Dispute Resolution: Process for resolving disagreements and applicable jurisdiction
18. General Provisions: Standard legal clauses including notices, amendments, and assignment
1. Insurance: Required when specific insurance coverage needs to be maintained by the vendor
2. Security Requirements: Necessary for vendors handling sensitive information or accessing client systems
3. Business Continuity: Required for critical service providers or high-dependency relationships
4. Environmental Compliance: Important for vendors whose services have environmental implications
5. Anti-Corruption: Particularly relevant for international vendors or high-value contracts
6. Subcontracting: Needed when vendor may need to engage subcontractors
7. Export Control: Required for international vendors or contracts involving controlled goods/services
8. Local Content Requirements: Relevant for contracts subject to Indonesian local content regulations
9. Change Control: Important for long-term or complex service arrangements
10. Personnel Requirements: Necessary when vendor staff will work on-site or in close collaboration with client
1. Schedule A - Service Specifications: Detailed technical specifications of services or goods
2. Schedule B - Pricing and Payment Schedule: Detailed breakdown of costs, fees, and payment terms
3. Schedule C - Service Level Agreement: Detailed performance metrics and measurement criteria
4. Schedule D - Key Personnel: List of key vendor staff and their roles
5. Schedule E - Compliance Requirements: Specific regulatory and compliance obligations
6. Schedule F - Technical Requirements: Technical standards and specifications
7. Schedule G - Security Standards: Information security requirements and protocols
8. Appendix 1 - Form of Change Order: Template for documenting changes to services or terms
9. Appendix 2 - Reporting Templates: Standard formats for required reports and documentation
10. Appendix 3 - Contact Details: Key contact information for both parties
Authors
Applicable Law
Business Day
Confidential Information
Commencement Date
Client
Client Materials
Data Protection Laws
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Licensed Materials
Material Breach
Notice
Payment Terms
Performance Standards
Personal Data
Purchase Order
Quality Standards
Related Entities
Representatives
Services
Service Levels
Specifications
Subcontractor
Term
Territory
Third Party
Vendor
Vendor Materials
Working Hours
Work Product
Change Order
Compliance Requirements
Contract Year
Dispute
Documentation
Emergency
Fees
Government Authority
Indemnified Party
Insolvency Event
Local Content
Losses
Milestones
Project
Records
Security Requirements
Site
Technical Requirements
Termination Date
Appointment
Term and Renewal
Services
Performance Standards
Quality Requirements
Payment Terms
Invoicing
Taxes
Vendor Obligations
Client Obligations
Compliance
Local Content Requirements
Representations and Warranties
Personnel
Subcontracting
Intellectual Property
Confidentiality
Data Protection
Security
Record Keeping
Audit Rights
Insurance
Liability
Indemnification
Force Majeure
Change Control
Suspension
Termination
Exit Management
Anti-Corruption
Competition Law
Assignment
Notices
Governing Law
Dispute Resolution
Entire Agreement
Severability
Waiver
Amendment
Counterparts
Language Requirements
Business Continuity
Environmental Compliance
Health and Safety
Import/Export Control
Regulatory Reporting
Manufacturing
Technology
Financial Services
Retail
Telecommunications
Energy
Healthcare
Construction
Logistics
Professional Services
E-commerce
Mining
Agriculture
Consumer Goods
Education
Legal
Procurement
Finance
Operations
Compliance
Risk Management
Supply Chain
Commercial
Vendor Management
Internal Audit
Business Operations
Strategic Sourcing
Procurement Manager
Legal Counsel
Contract Manager
Supply Chain Director
Chief Financial Officer
Operations Manager
Compliance Officer
Risk Manager
Vendor Management Specialist
Category Manager
Commercial Director
General Counsel
Chief Operating Officer
Sourcing Manager
Business Unit Head
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