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1. Parties: Identification and details of the service provider and service recipient, including registered addresses and company details
2. Background: Context of the agreement and brief description of the parties' intention to enter into a service relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of the services to be provided under the agreement
5. Term and Termination: Duration of the agreement, renewal terms, and circumstances under which either party may terminate
6. Fees and Payment: Service fees, payment terms, invoicing procedures, and late payment consequences
7. Service Provider's Obligations: Key responsibilities and commitments of the service provider
8. Client's Obligations: Key responsibilities and commitments of the client
9. Service Levels: Expected performance standards and quality metrics for the services
10. Intellectual Property Rights: Ownership and usage rights of any IP created or used during service provision
11. Confidentiality: Obligations regarding confidential information handling and protection
12. Liability and Indemnification: Limitations of liability and indemnification obligations of both parties
13. Force Majeure: Provisions for handling circumstances beyond parties' reasonable control
14. Notices: Procedures for formal communications between parties
15. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes
16. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Data Protection: Required when personal data processing is involved, detailing GDPR compliance measures
2. Insurance: Include when specific insurance coverage is required for the services
3. Non-Competition: Add when restricting the service provider from competing activities is necessary
4. Non-Solicitation: Include when preventing hiring of each other's employees is relevant
5. Audit Rights: Add for services requiring regular compliance or performance audits
6. Disaster Recovery: Include for critical services requiring business continuity measures
7. Subcontracting: Add when service provider may need to engage subcontractors
8. Change Control: Include for long-term or complex services requiring formal change procedures
9. Export Control: Required when services involve international data or technology transfers
10. Environmental Compliance: Include when services have environmental impact or sustainability requirements
1. Schedule 1 - Service Description: Detailed technical specifications and scope of the services
2. Schedule 2 - Service Levels and KPIs: Detailed performance metrics, measurement methods, and reporting requirements
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones
4. Schedule 4 - Contact Details: Key personnel and escalation contacts for both parties
5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms if applicable
6. Schedule 6 - Security Requirements: IT security and data protection requirements
7. Appendix A - Service Request Form: Template for requesting specific services or changes
8. Appendix B - Report Templates: Standard formats for required service reports and documentation
Applicable Law
Business Day
Client
Commencement Date
Confidential Information
Deliverables
Documentation
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Materials
Performance Standards
Personal Data
Professional Standards
Representatives
Services
Service Levels
Service Provider
Service Recipient
Service Specification
Subcontractor
Term
Termination Date
Third Party
Working Hours
Work Product
VAT
Fees
Change Request
Dispute
Effective Date
Emergency
Initial Term
Losses
Notice
Personnel
Project
Quality Standards
Renewal Period
Reports
Schedule
Service Credits
Service Location
Specification
Systems
Territory
Acceptance Criteria
Authorized Representative
Background IP
Charges
Compliance Requirements
Term and Duration
Services
Service Provider Obligations
Client Obligations
Fees and Payment
Performance Standards
Service Levels
Key Performance Indicators
Change Control
Quality Assurance
Personnel
Subcontracting
Intellectual Property Rights
Data Protection
Confidentiality
Non-Competition
Non-Solicitation
Liability and Indemnification
Insurance
Force Majeure
Termination
Exit and Migration
Dispute Resolution
Assignment and Transfer
Notices
Waiver
Severability
Amendment
Entire Agreement
Third Party Rights
Governing Law and Jurisdiction
Compliance with Laws
Anti-Corruption
Record Keeping
Audit Rights
Business Continuity
Health and Safety
Environmental Compliance
Reporting
Warranties
Security Requirements
Relationship of Parties
Information Technology
Professional Services
Management Consulting
Financial Services
Healthcare
Engineering
Marketing and Advertising
Telecommunications
Facilities Management
Education and Training
Legal Services
Real Estate Services
Human Resources
Research and Development
Environmental Services
Legal
Procurement
Operations
Finance
Compliance
Risk Management
Commercial
Business Development
Contract Management
Vendor Management
Project Management
Service Delivery
Legal Counsel
Contract Manager
Procurement Manager
Business Development Manager
Operations Director
Project Manager
Compliance Officer
Risk Manager
Commercial Director
Chief Financial Officer
Chief Operating Officer
Service Delivery Manager
Account Manager
Vendor Manager
General Counsel
Head of Legal
Chief Executive Officer
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