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1. Parties: Identification and details of contracting parties, including full legal names, registration numbers, and registered addresses
2. Background: Context and purpose of the agreement, including any relevant history or relationships between the parties
3. Definitions: Key terms used throughout the agreement, ensuring consistent interpretation
4. Scope of Services: Detailed description of services to be provided, including specific deliverables and performance standards
5. Payment Terms: Fees, payment schedule, invoicing details, and consequences of late payment
6. Term and Termination: Duration of the agreement and conditions for termination, including notice periods and consequences
7. Confidentiality: Protection of confidential information, including scope, duration, and permitted disclosures
8. Governing Law: Specification of Singapore law as governing law and jurisdiction for dispute resolution
1. Intellectual Property: Rights and ownership of intellectual property created during or used in the provision of services
2. Force Majeure: Provisions for handling unforeseen circumstances and events beyond parties' control
3. Insurance: Insurance requirements and minimum coverage levels for service provider
4. Data Protection: PDPA compliance requirements and data handling procedures
5. Non-Competition: Restrictions on competitive activities during and after the agreement
6. Assignment and Subcontracting: Rights and restrictions regarding transfer of obligations or use of subcontractors
1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and performance requirements
2. Schedule B - Fees and Payment: Comprehensive fee structure, payment terms, and any additional charges
3. Schedule C - Service Level Agreement: Specific performance metrics, service standards, and remedies for non-compliance
4. Schedule D - Data Processing Agreement: Detailed procedures for handling personal data in compliance with PDPA
5. Schedule E - Key Personnel: List of key personnel assigned to provide the services and their roles
Appointment
Scope of Services
Service Provider Obligations
Client Obligations
Charges and Payment
Term and Duration
Termination
Confidentiality
Data Protection
Intellectual Property Rights
Warranties
Indemnification
Limitation of Liability
Insurance
Force Majeure
Assignment and Subcontracting
Notice Requirements
Dispute Resolution
Governing Law and Jurisdiction
Entire Agreement
Variation
Severability
Waiver
Third Party Rights
Compliance with Laws
Anti-Bribery and Corruption
Service Levels
Performance Standards
Audit Rights
Record Keeping
Business Continuity
Staff and Personnel
Non-Solicitation
Survival of Terms
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