1. Parties: Identification of contracting parties including full legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between parties, and high-level purpose of the managed services arrangement
3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation
4. Term and Renewal: Duration of the agreement, commencement date, and renewal provisions
5. Services Scope: Overview of services to be provided, with reference to detailed service descriptions in schedules
6. Service Levels: Key performance indicators, service level requirements, and measurement metrics
7. Customer Obligations: Responsibilities and obligations of the customer, including provision of access, information, and resources
8. Provider Obligations: Core obligations of the service provider, including service delivery standards and compliance requirements
9. Personnel and Key Staff: Requirements for service provider's personnel, key staff provisions, and any security/vetting requirements
10. Charges and Payment: Fee structure, payment terms, invoicing procedures, and financial obligations
11. Governance and Reporting: Management structure, reporting requirements, meeting cadence, and escalation procedures
12. Intellectual Property Rights: Ownership and licensing of IP, including pre-existing IP and newly created materials
13. Confidentiality: Protection and handling of confidential information from both parties
14. Data Protection and Security: Compliance with UAE data protection laws, security requirements, and data handling procedures
15. Liability and Indemnities: Limitation of liability, indemnification obligations, and risk allocation between parties
16. Force Majeure: Events constituting force majeure and consequences
17. Termination: Termination rights, procedures, and consequences
18. Exit and Migration: Exit management and transition services upon termination
19. General Provisions: Standard boilerplate clauses including notices, amendments, governing law, etc.
