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1. Parties: Identifies and provides full legal details of all contracting parties
2. Background: Sets out the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Term and Commencement: Specifies the duration and start date of the agreement
5. Obligations of the Parties: Details the core responsibilities and commitments of each party
6. Payment Terms: Specifies payment amounts, schedules, and methods
7. Representations and Warranties: States the legal promises and assertions made by each party
8. Termination: Outlines circumstances and procedures for ending the agreement
9. Confidentiality: Defines confidential information and obligations to protect it
10. Governing Law and Jurisdiction: Confirms Irish law governs the agreement and Irish courts have jurisdiction
11. Entire Agreement: Confirms the contract represents the complete agreement between parties
12. Execution: Signature blocks and execution formalities
1. Data Protection: Required when personal data processing is involved, ensuring GDPR compliance
2. Intellectual Property: Include when IP rights are being created, transferred, or licensed
3. Force Majeure: Add when parties want protection from events beyond their control
4. Assignment and Subcontracting: Include when transfer of rights or obligations might be relevant
5. Insurance: Required when specific insurance coverage needs to be maintained
6. Dispute Resolution: Add when specific dispute resolution procedures (e.g., mediation) are preferred
7. Change Control: Include for contracts where formal processes for changes are needed
8. Service Levels: Add for service contracts requiring specific performance standards
1. Schedule 1 - Services Description: Detailed description of services or deliverables
2. Schedule 2 - Pricing and Payment Terms: Detailed breakdown of prices, rates, and payment schedules
3. Schedule 3 - Service Levels: Specific performance metrics and standards
4. Schedule 4 - Data Processing Agreement: GDPR-compliant data processing terms if required
5. Schedule 5 - Key Personnel: Lists key staff members and their roles if relevant
6. Appendix A - Technical Specifications: Technical requirements or specifications
7. Appendix B - Form of Change Order: Template for documenting agreed changes to the contract
Applicable Law
Business Day
Commencement Date
Confidential Information
Contract Price
Deliverables
Effective Date
Force Majeure Event
Intellectual Property Rights
Material Breach
Notice
Party/Parties
Personal Data
Representatives
Services
Service Levels
Term
Territory
Working Hours
Affiliate
Change Order
Completion Date
Data Protection Legislation
Dispute
Good Industry Practice
Insolvency Event
Key Personnel
Liability
Payment Terms
Records
Schedule
Specification
Termination Date
Third Party
VAT
Working Day
Interpretation
Term and Duration
Services/Obligations
Payment Terms
Representations and Warranties
Confidentiality
Data Protection
Intellectual Property
Liability and Indemnification
Force Majeure
Termination
Assignment and Subcontracting
Notices
Entire Agreement
Variation
Severability
Waiver
Governing Law
Jurisdiction
Dispute Resolution
Insurance
Compliance with Laws
Anti-Bribery
Record Keeping
Audit Rights
Change Control
Service Levels
Personnel
Non-Solicitation
Non-Competition
Survival
Third Party Rights
Counterparts
Costs
Further Assurance
Professional Services
Technology
Construction
Manufacturing
Retail
Healthcare
Financial Services
Education
Real Estate
Telecommunications
Energy
Transportation
Consulting
Legal Services
Legal
Procurement
Commercial
Operations
Business Development
Compliance
Risk Management
Sales
Finance
Executive Leadership
Contract Administration
Legal Counsel
Contract Manager
Business Development Manager
Procurement Manager
Commercial Director
Operations Manager
Project Manager
Company Secretary
Compliance Officer
Risk Manager
Sales Director
Chief Executive Officer
Chief Financial Officer
Managing Director
General Counsel
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