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1. Parties: Identification of the service bureau provider and the client, including registered addresses and company details
2. Background: Context of the agreement, nature of services, and general intent of the parties
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided by the service bureau
5. Service Standards: Performance standards, service levels, and quality requirements
6. Term and Termination: Duration of the agreement and circumstances for termination
7. Fees and Payment: Pricing structure, payment terms, and billing procedures
8. Data Protection and Security: Obligations regarding data handling, security measures, and confidentiality
9. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
10. Representations and Warranties: Standard and service-specific warranties from both parties
11. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
12. Force Majeure: Provisions for handling events beyond reasonable control
13. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law
14. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments
1. Transition Services: Required when there needs to be a handover from existing service providers or systems
2. Business Continuity: Important for critical services requiring disaster recovery and business continuity planning
3. Audit Rights: Necessary when client requires right to audit service bureau's operations
4. Personnel Requirements: Include when specific staffing or qualification requirements are needed
5. Insurance: Detailed insurance requirements beyond standard liability provisions
6. Non-Competition: Required when parties want to restrict service bureau from working with competitors
7. Change Control: Important for long-term agreements where service requirements may evolve
1. Schedule 1 - Service Description: Detailed technical and operational specifications of services
2. Schedule 2 - Service Levels: Specific performance metrics, measurement methods, and remedies
3. Schedule 3 - Fee Schedule: Detailed pricing, rate cards, and payment milestones
4. Schedule 4 - Data Processing Requirements: Specific data handling procedures and security protocols
5. Schedule 5 - Implementation Plan: Timeline and milestones for service implementation
6. Schedule 6 - Key Personnel: Details of key staff members and their roles
7. Schedule 7 - Exit Management: Procedures for service termination and transition
8. Appendix A - Technical Requirements: Technical specifications and requirements for service delivery
9. Appendix B - Security Standards: Detailed security protocols and compliance requirements
Affiliate
Agreement
Applicable Law
Business Day
Business Hours
Change Control
Charges
Commencement Date
Confidential Information
Contract Year
Critical Service Level
Data
Data Controller
Data Processor
Data Protection Laws
Deliverables
Disaster Recovery Plan
Documentation
Effective Date
Emergency Maintenance
Exit Management Plan
Force Majeure Event
Good Industry Practice
Implementation Plan
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Milestone
Personal Data
Planned Maintenance
Project Manager
Related Agreement
Renewal Term
Reports
Representatives
Security Requirements
Service Credits
Service Levels
Services
Service Bureau Systems
Service Interruption
Service Location
Sensitive Personal Data
Software
Subcontractor
Term
Third Party
Third Party Materials
Transition Period
Transition Services
Working Hours
Service Levels
Performance Standards
Data Protection
Data Security
Confidentiality
Intellectual Property
Payment Terms
Invoicing
Term and Duration
Termination
Service Implementation
Change Management
Personnel
Subcontracting
Audit Rights
Compliance
Warranties
Indemnification
Limitation of Liability
Force Majeure
Insurance
Assignment
Non-Competition
Non-Solicitation
Dispute Resolution
Governing Law
Notices
Business Continuity
Disaster Recovery
Exit Management
Transition Services
Record Keeping
Reporting
Quality Assurance
Security Requirements
Access Rights
Service Location
Equipment and Facilities
Key Personnel
Training
Maintenance
System Availability
Customer Obligations
Acceptance Testing
Change Control
Third Party Rights
Severability
Entire Agreement
Amendment
Waiver
Information Technology
Financial Services
Business Process Outsourcing
Data Processing
Healthcare
Manufacturing
Banking
Insurance
Telecommunications
Professional Services
Legal
Information Technology
Operations
Procurement
Compliance
Risk Management
Data Protection
Business Development
Service Delivery
Vendor Management
Chief Information Officer
Head of Operations
Legal Counsel
Procurement Manager
IT Director
Data Protection Officer
Operations Manager
Compliance Officer
Contract Manager
Business Development Manager
Service Delivery Manager
Chief Technology Officer
Risk Manager
Vendor Management Lead
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