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Master Supplier Services Agreement
"I need a Master Supplier Services Agreement for my technology company to engage multiple software development contractors in different U.S. states, with specific emphasis on data protection and intellectual property rights, to be implemented by March 2025."
1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms and their meanings used throughout the agreement
4. Scope of Services: Detailed description of services to be provided
5. Term and Termination: Duration of agreement and termination conditions
6. Pricing and Payment Terms: Cost structure, payment schedule, and invoicing requirements
7. Service Levels: Performance standards and metrics
8. Warranties: Guarantees and representations from both parties
9. Confidentiality: Protection of proprietary information
10. Governing Law: Applicable jurisdiction and dispute resolution
1. Change Control: Process for managing changes to services or terms - recommended for complex or long-term service arrangements
2. Force Majeure: Provisions for unforeseeable circumstances - recommended when services might be impacted by external events
3. Business Continuity: Disaster recovery and service continuation plans - recommended for critical services or regulated industries
4. Security Requirements: IT and physical security obligations - recommended when handling sensitive data or accessing secure facilities
5. Compliance with Laws: Specific regulatory requirements - recommended for regulated industries or government contracts
1. Service Description Schedule: Detailed specification of services to be provided
2. Pricing Schedule: Detailed pricing structure, rates, and payment terms
3. Service Level Agreement: Detailed performance metrics and remedies
4. Data Processing Agreement: Terms for handling personal or sensitive data
5. Business Continuity Plan: Disaster recovery and service continuation procedures
6. Security Requirements: Detailed security protocols and standards
7. Key Personnel: List of key staff and their roles
8. Exit Plan: Transition arrangements for contract termination
Authors
Applicable Laws
Business Day
Confidential Information
Customer
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Material Breach
Notice
Purchase Order
Services
Service Levels
SLA
Specifications
Statement of Work
Supplier
Supplier Personnel
Term
Third Party
Work Order
Working Hours
Background IP
Foreground IP
Change Control
Acceptance Criteria
Affiliate
Charges
Commencement Date
Commercially Reasonable Efforts
Defect
Documentation
Emergency
Fees
Initial Term
Insolvency Event
Loss
Personal Data
Quality Standards
Records
Renewal Term
Representatives
Security Requirements
Service Credits
Service Provider
Subcontractor
Territory
Termination Date
Term and Termination
Pricing and Payment
Service Levels
Performance Standards
Ordering Process
Delivery
Acceptance Testing
Quality Assurance
Warranties
Intellectual Property
Confidentiality
Data Protection
Security Requirements
Business Continuity
Force Majeure
Liability
Indemnification
Insurance
Compliance with Laws
Anti-Bribery
Export Control
Change Control
Dispute Resolution
Audit Rights
Record Keeping
Personnel Requirements
Subcontracting
Assignment
Non-Solicitation
Notices
Governing Law
Entire Agreement
Severability
Waiver
Competition
Environmental Compliance
Health and Safety
Risk Allocation
Reporting Requirements
Relationship of Parties
Amendments
Third Party Rights
Tax Compliance
Exit Management
Transition Services
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