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Project Service Agreement
"I need a Project Service Agreement for an IT software development project where my company will be providing development services to a Philippine retail client, including provisions for data privacy and source code ownership, with project completion scheduled for March 2025."
1. Parties: Identifies and provides full legal details of the contracting parties
2. Background: Sets out the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Detailed description of the services to be provided and project objectives
5. Term and Timeline: Duration of the agreement and key project milestones
6. Fees and Payment Terms: Compensation, payment schedule, and invoicing requirements
7. Rights and Obligations: Key responsibilities and obligations of both parties
8. Project Management: Governance structure, reporting requirements, and communication protocols
9. Deliverables and Acceptance: Description of project deliverables and acceptance criteria
10. Warranties and Representations: Standard warranties regarding capacity to contract and service quality
11. Intellectual Property Rights: Ownership and usage rights of project-related IP
12. Confidentiality: Protection and handling of confidential information
13. Limitation of Liability: Caps on liability and exclusions
14. Force Majeure: Provisions for unforeseen circumstances affecting performance
15. Termination: Grounds and process for ending the agreement
16. Governing Law and Dispute Resolution: Choice of law and dispute resolution mechanisms
17. General Provisions: Standard boilerplate clauses including notices, amendment process, and entire agreement
1. Data Protection: Required when personal data processing is involved in the project
2. Insurance: Required for high-risk projects or when specific insurance coverage is needed
3. Export Control: Required when dealing with international projects or restricted technologies
4. Anti-Corruption: Required for government projects or when dealing with public sector entities
5. Personnel and Subcontracting: Required when specific key personnel are crucial or subcontracting needs to be regulated
6. Performance Security: Required for high-value projects requiring performance bonds or guarantees
7. Change Control: Required for complex projects where scope changes are likely
8. Business Continuity: Required for critical services or long-term projects
1. Schedule 1 - Scope of Work: Detailed technical specifications and requirements of the project
2. Schedule 2 - Project Timeline: Detailed project schedule, milestones, and deadlines
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones
4. Schedule 4 - Service Levels: Performance metrics and service level requirements
5. Schedule 5 - Key Personnel: List of key team members and their roles
6. Schedule 6 - Client Dependencies: List of items, information, or actions required from the client
7. Schedule 7 - Testing and Acceptance Procedures: Detailed procedures for testing and accepting deliverables
8. Appendix A - Form of Change Order: Template for documenting and approving changes to the project scope
9. Appendix B - Security Requirements: Detailed security protocols and requirements
10. Appendix C - Required Insurance Coverage: Specific insurance requirements and coverage levels
Authors
Affiliate
Agreement
Applicable Law
Background IP
Business Day
Change Order
Client
Client Materials
Confidential Information
Deliverables
Effective Date
Force Majeure Event
Foreground IP
Good Industry Practice
Intellectual Property Rights
Key Personnel
Milestone
Project
Project Manager
Project Plan
Project Schedule
Services
Service Provider
Service Levels
Site
Specifications
Subcontractor
Term
Third Party Materials
Work Product
Acceptance Tests
Business Hours
Change Control Procedure
Completion Date
Defect
Delivery Location
Documentation
Fees
Implementation Plan
Loss
Material Breach
Payment Schedule
Performance Standards
Personnel
Progress Report
Project Budget
Quality Standards
Representatives
Service Credits
Statement of Work
Success Criteria
Testing Procedures
Variation
Warranty Period
Appointment
Term and Duration
Services
Project Management
Service Provider Obligations
Client Obligations
Fees and Payment
Invoicing
Performance Standards
Quality Assurance
Change Control
Acceptance Testing
Key Personnel
Subcontracting
Intellectual Property Rights
Confidentiality
Data Protection
Force Majeure
Warranties
Indemnification
Limitation of Liability
Insurance
Termination
Exit Management
Anti-Corruption
Compliance with Laws
Assignment and Novation
Notices
Dispute Resolution
Governing Law
Entire Agreement
Severability
Variation
Waiver
Third Party Rights
Relationship of Parties
Business Continuity
Health and Safety
Environmental Compliance
Security Requirements
Audit Rights
Record Keeping
Personnel and Employment
Service Levels
Reporting
Risk Management
Non-Solicitation
Publicity
Information Technology
Construction
Engineering
Management Consulting
Professional Services
Manufacturing
Infrastructure Development
Telecommunications
Energy
Healthcare
Education
Real Estate Development
Business Process Outsourcing
Research and Development
Legal
Procurement
Operations
Commercial
Finance
Risk and Compliance
Project Management Office
Business Development
Technical Operations
Vendor Management
Project Manager
Contract Manager
Legal Counsel
Procurement Manager
Operations Director
Business Development Manager
Chief Operating Officer
Commercial Director
Technical Director
Risk Manager
Compliance Officer
Finance Manager
General Counsel
Managing Director
Program Manager
Vendor Manager
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