The Master Service Level Agreement (MSLA) is a foundational document used to establish long-term service delivery relationships in the Nigerian market. It is particularly valuable when parties anticipate an ongoing relationship involving multiple services or service components that may evolve over time. The agreement provides a comprehensive framework that addresses service delivery standards, performance metrics, pricing mechanisms, and risk allocation while ensuring compliance with Nigerian legal and regulatory requirements. This type of agreement is especially important in complex service arrangements where clear performance standards and service levels need to be established and measured. The MSLA typically allows for the addition of specific services through separate service orders or statements of work, providing flexibility while maintaining consistent overarching terms and conditions. It is designed to accommodate the requirements of Nigerian contract law while incorporating international best practices in service level management.
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1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and relationship between the parties
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Scope of Services: Overview of services to be provided under the agreement
5. Term and Renewal: Duration of the agreement and renewal provisions
6. Service Levels: Key performance indicators and service level requirements
7. Performance Monitoring: Methods and procedures for monitoring service delivery
8. Charges and Payment Terms: Pricing, payment terms, and invoicing procedures
9. Obligations of Service Provider: Key responsibilities and commitments of the service provider
10. Customer Obligations: Key responsibilities and commitments of the customer
11. Personnel and Resources: Requirements for staff and resources allocated to service delivery
12. Intellectual Property Rights: Ownership and usage rights of IP involved in service delivery
13. Confidentiality: Protection and handling of confidential information
14. Data Protection: Compliance with NDPR and data protection requirements
15. Liability and Indemnities: Limitation of liability and indemnification provisions
16. Force Majeure: Handling of events beyond reasonable control
17. Termination: Grounds and procedures for agreement termination
18. Dispute Resolution: Procedures for handling disputes between parties
19. General Provisions: Standard boilerplate clauses including notices, amendments, etc.
1. Change Control: Procedures for managing changes to services or agreement terms - used when services are likely to evolve
2. Disaster Recovery: Business continuity and disaster recovery procedures - essential for critical services
3. Security Requirements: Specific security protocols and requirements - important for services involving sensitive data or systems
4. Transition and Exit: Procedures for service transition and termination - crucial for complex service arrangements
5. Regulatory Compliance: Industry-specific regulatory requirements - needed for regulated sectors
6. Insurance: Specific insurance requirements - important for high-risk services
7. Environmental Compliance: Environmental standards and requirements - relevant for services with environmental impact
8. Anti-Bribery and Corruption: Specific anti-corruption provisions - important for high-value contracts or government-related services
1. Schedule 1 - Services Description: Detailed description of all services to be provided
2. Schedule 2 - Service Levels and KPIs: Detailed service level requirements and measurement criteria
3. Schedule 3 - Charges and Payment: Detailed pricing structure, rates, and payment terms
4. Schedule 4 - Escalation Procedure: Detailed process for escalating service issues and disputes
5. Schedule 5 - Technical Requirements: Technical specifications and requirements for service delivery
6. Schedule 6 - Form of Change Order: Template for documenting and approving changes
7. Schedule 7 - Key Personnel: Details of key staff assigned to service delivery
8. Schedule 8 - Reports and Documentation: Required reports, documentation, and delivery frequencies
9. Appendix A - Service Level Credits: Calculation and application of service level credits
10. Appendix B - Approved Subcontractors: List of approved subcontractors and their roles
Relevant legal definitions
Acceptance Criteria
Affiliate
Agreement
Applicable Law
Authorized Representative
Business Day
Change Control Procedure
Change Order
Charges
Commencement Date
Confidential Information
Contract Year
Customer
Customer Data
Customer Materials
Deliverables
Dispute Resolution Procedure
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
KPIs
Material Breach
Minimum Service Levels
Notice
Personal Data
Personnel
Priority Levels
Related Agreements
Renewal Term
Response Time
Service Credits
Service Hours
Service Levels
Service Order
Services
Service Provider
SLA
Specifications
Statement of Work
Subcontractor
Term
Termination Date
Third Party
Working Hours
Working Day
Year
Affiliate
Agreement
Applicable Law
Authorized Representative
Business Day
Change Control Procedure
Change Order
Charges
Commencement Date
Confidential Information
Contract Year
Customer
Customer Data
Customer Materials
Deliverables
Dispute Resolution Procedure
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
KPIs
Material Breach
Minimum Service Levels
Notice
Personal Data
Personnel
Priority Levels
Related Agreements
Renewal Term
Response Time
Service Credits
Service Hours
Service Levels
Service Order
Services
Service Provider
SLA
Specifications
Statement of Work
Subcontractor
Term
Termination Date
Third Party
Working Hours
Working Day
Year
Clauses
Interpretation
Appointment
Term and Renewal
Services Scope
Service Levels
Performance Monitoring
Change Control
Customer Obligations
Service Provider Obligations
Personnel
Subcontracting
Charges and Payment
Invoicing
Tax
Intellectual Property Rights
Data Protection
Confidentiality
Security
Audit Rights
Records and Reports
Warranties
Anti-Bribery and Corruption
Insurance
Liability
Indemnification
Force Majeure
Suspension
Termination
Exit Management
Assignment and Novation
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Amendment
Third Party Rights
Counterparts
Relationship of Parties
Publicity
Business Continuity
Compliance with Laws
Health and Safety
Environmental Requirements
Appointment
Term and Renewal
Services Scope
Service Levels
Performance Monitoring
Change Control
Customer Obligations
Service Provider Obligations
Personnel
Subcontracting
Charges and Payment
Invoicing
Tax
Intellectual Property Rights
Data Protection
Confidentiality
Security
Audit Rights
Records and Reports
Warranties
Anti-Bribery and Corruption
Insurance
Liability
Indemnification
Force Majeure
Suspension
Termination
Exit Management
Assignment and Novation
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Amendment
Third Party Rights
Counterparts
Relationship of Parties
Publicity
Business Continuity
Compliance with Laws
Health and Safety
Environmental Requirements
Relevant Industries
Information Technology
Telecommunications
Financial Services
Professional Services
Healthcare
Manufacturing
Energy and Utilities
Logistics and Transportation
Facilities Management
Business Process Outsourcing
Construction
Education
Relevant Teams
Legal
Procurement
Operations
Finance
Commercial
Risk and Compliance
Service Delivery
Account Management
Technical Services
Quality Assurance
Business Development
Vendor Management
Relevant Roles
Chief Executive Officer
Chief Operating Officer
Chief Financial Officer
General Counsel
Head of Legal
Commercial Director
Procurement Manager
Contract Manager
Service Delivery Manager
Operations Director
Project Manager
Account Manager
Risk Manager
Compliance Officer
Technical Director
Quality Assurance Manager
Business Development Manager
Vendor Manager
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