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1. Parties: Identifies the MSP and the client with full legal names and registered addresses
2. Background: Explains the context of the agreement and the parties' intention to enter into an MSP relationship
3. Definitions: Defines key terms used throughout the agreement, including technical terminology and service-specific concepts
4. Services Overview: High-level description of the managed services to be provided
5. Service Level Commitments: Detailed specifications of service levels, including availability, response times, and performance metrics
6. Performance Monitoring and Reporting: Methods and frequency of service level measurement and reporting
7. Support and Maintenance: Details of support services, maintenance windows, and incident response procedures
8. Data Protection and Security: Obligations and procedures for data handling, security measures, and compliance with NDPR
9. Fees and Payment Terms: Pricing structure, payment schedules, and billing procedures
10. Term and Termination: Duration of the agreement, renewal terms, and termination conditions
11. Liability and Indemnification: Limitations of liability, indemnification obligations, and risk allocation
12. Force Majeure: Circumstances excusing performance and related procedures
13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and applicable law
14. General Provisions: Standard legal provisions including notices, assignment, and entire agreement
1. Business Continuity and Disaster Recovery: Required when the services are critical to the client's operations, detailing backup and recovery procedures
2. Third-Party Services: Include when the MSP will be integrating or managing third-party services or suppliers
3. Hardware and Equipment: Necessary when the MSP is providing or managing physical infrastructure
4. Training and Knowledge Transfer: Include when the services include staff training or knowledge sharing components
5. Transition Services: Required when specific onboarding or exit transition procedures need to be detailed
6. Compliance with Industry Standards: Include for regulated industries or when specific certifications must be maintained
7. Intellectual Property Rights: Required when the services involve development work or creation of custom solutions
1. Schedule A - Service Descriptions: Detailed technical specifications of each service offered
2. Schedule B - Service Level Metrics: Specific performance targets, measurement methods, and remedies for non-compliance
3. Schedule C - Pricing and Fee Structure: Detailed breakdown of costs, pricing models, and payment terms
4. Schedule D - Support Procedures: Detailed support processes, escalation procedures, and contact information
5. Schedule E - Security Requirements: Specific security protocols, standards, and compliance requirements
6. Schedule F - Data Processing Agreement: Detailed terms for personal data handling in compliance with NDPR
7. Appendix 1 - Technical Infrastructure: Documentation of technical environment and configurations
8. Appendix 2 - Key Personnel: List of key staff and roles from both parties
9. Appendix 3 - Service Change Request Form: Template for requesting and documenting service changes
Authorized Users
Business Day
Business Hours
Change Request
Confidential Information
Critical Incident
Data Protection Laws
Deliverables
Disaster Recovery Plan
Documentation
Emergency Maintenance
Fees
Force Majeure Event
Incident
Intellectual Property Rights
Key Personnel
Maintenance Window
Managed Services
Mean Time to Resolve (MTTR)
Mean Time Between Failures (MTBF)
Minimum Service Levels
NDPR
Normal Business Hours
Operating Environment
Personal Data
Planned Maintenance
Priority Levels
Response Time
Resolution Time
Service Credits
Service Desk
Service Hours
Service Level Agreement (SLA)
Service Level Failure
Service Level Metrics
Service Level Reports
Service Requirements
Services
Software
Specifications
Support Services
System
Term
Third-Party Products
Uptime
Virus
Working Hours
Service Levels
Performance Monitoring
Service Credits
Support Services
Data Protection
Confidentiality
Intellectual Property
Warranties
Liability
Indemnification
Payment Terms
Term and Termination
Force Majeure
Change Management
Dispute Resolution
Security Requirements
Business Continuity
Disaster Recovery
Audit Rights
Compliance
Insurance
Personnel
Subcontracting
Assignment
Notices
Governing Law
Entire Agreement
Severability
Third Party Rights
Anti-Bribery
Data Processing
Service Reporting
Escalation Procedures
Exit Management
Information Technology
Banking and Financial Services
Healthcare
Manufacturing
Retail
Telecommunications
Education
Government and Public Sector
Oil and Gas
Professional Services
E-commerce
Media and Entertainment
Information Technology
Legal
Procurement
Operations
Finance
Compliance
Security
Service Delivery
Infrastructure
Technical Support
Risk Management
Vendor Management
Chief Information Officer
IT Director
Chief Technology Officer
Service Delivery Manager
Operations Manager
Procurement Manager
Legal Counsel
Compliance Officer
IT Infrastructure Manager
Network Administrator
Security Manager
Contract Manager
Chief Financial Officer
IT Project Manager
Technical Support Manager
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