Service Provider Contract Template for Canada

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Key Requirements PROMPT example:

Service Provider Contract

"I need a Service Provider Contract for an IT consulting company providing cybersecurity services to a financial institution in Ontario, with strict data protection requirements and service level agreements, starting March 1, 2025."

Document background
The Service Provider Contract is essential for businesses operating in Canada that engage external service providers for various professional services. This document is designed to comply with Canadian federal and provincial laws while protecting both parties' interests. It should be used whenever a business engages an independent contractor or professional service provider for a defined scope of work. The contract includes crucial elements such as service specifications, payment terms, performance metrics, and risk allocation, while ensuring proper classification of the service provider as an independent contractor rather than an employee. It addresses key Canadian legal requirements including GST/HST registration, privacy law compliance, and provincial business regulations. The document is structured to accommodate various service types while maintaining compliance with jurisdiction-specific requirements.
Suggested Sections

1. Parties: Identification and details of the service provider and client, including registered addresses and business numbers

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Services: Detailed description of services to be provided, including deliverables and performance standards

5. Term and Termination: Duration of the agreement, renewal terms, and termination provisions

6. Fees and Payment: Compensation structure, payment terms, expenses, and invoicing procedures

7. Service Provider's Obligations: Key responsibilities, quality standards, and performance requirements

8. Client's Obligations: Client's responsibilities, including provision of information and access

9. Intellectual Property: Ownership and usage rights of pre-existing and created IP

10. Confidentiality: Protection of confidential information and trade secrets

11. Independent Contractor Relationship: Clarification of independent contractor status and not employment

12. Insurance and Liability: Insurance requirements and limitation of liability provisions

13. General Provisions: Standard legal provisions including governing law, notices, and entire agreement

Optional Sections

1. Data Protection and Privacy: Required when personal data processing is involved, ensuring PIPEDA compliance

2. Service Levels: Include when specific performance metrics and standards need to be measured

3. Change Control: Add for complex services where scope changes are likely

4. Disaster Recovery: Important for critical services or when handling sensitive data

5. Compliance with Laws: Detailed section needed for heavily regulated industries

6. Security Requirements: Include when service provider needs access to client systems or handles sensitive information

7. Environmental Compliance: Required for services with environmental impact

8. Subcontracting: Include when service provider may need to engage subcontractors

9. Training and Support: Add when ongoing training or support is part of the service

10. Exit Management: Important for complex services requiring transition planning

Suggested Schedules

1. Schedule A - Services Description: Detailed specification of services, methodologies, and deliverables

2. Schedule B - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones

3. Schedule C - Service Levels: Performance metrics, measurement methods, and remedies

4. Schedule D - Key Personnel: List of key team members and their roles

5. Schedule E - Required Insurance: Specific insurance types and coverage amounts

6. Schedule F - Security Requirements: Detailed security protocols and compliance requirements

7. Appendix 1 - Change Request Form: Template for requesting and documenting changes to services

8. Appendix 2 - Report Templates: Standard formats for required reporting

9. Appendix 3 - Contact Information: Key contacts and escalation procedures

10. Appendix 4 - Policies and Procedures: Relevant client policies that service provider must follow

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Professional Services

Consulting

Healthcare

Construction

Financial Services

Education

Marketing and Advertising

Engineering

Environmental Services

Facilities Management

Transportation and Logistics

Relevant Teams

Legal

Procurement

Finance

Operations

Risk Management

Compliance

Human Resources

Project Management Office

Business Development

Vendor Management

Commercial

Relevant Roles

Legal Counsel

Procurement Manager

Contract Administrator

Business Development Manager

Project Manager

Operations Director

Chief Financial Officer

Risk Manager

Compliance Officer

Human Resources Director

Department Head

Chief Operating Officer

Vendor Relations Manager

Finance Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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