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Service Partner Agreement
"I need a Service Partner Agreement for engaging an IT consulting firm to provide software development services in Germany, including provisions for intellectual property rights and data protection, with the agreement to commence on March 1, 2025."
1. Parties: Identification of the contracting parties including full legal names, registration details, and addresses
2. Background: Context of the agreement and brief description of both parties' business activities
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided by the Service Partner
5. Term and Termination: Duration of the agreement, renewal terms, and termination provisions
6. Remuneration and Payment Terms: Fee structure, payment schedule, invoicing requirements, and payment methods
7. Service Partner's Obligations: Key responsibilities, quality standards, and performance requirements
8. Company's Obligations: Support, information, and resources to be provided by the company
9. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP
10. Confidentiality: Protection of business secrets and confidential information in accordance with GeschGehG
11. Data Protection: GDPR compliance and data processing obligations
12. Liability and Insurance: Limitation of liability, indemnification, and required insurance coverage
13. Force Majeure: Provisions for unforeseen circumstances preventing performance
14. Notices: Communication methods and contact details for official notices
15. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes
1. Non-Compete: Restrictions on competitive activities, used when service partner has access to sensitive market information
2. Service Levels: Specific performance metrics and KPIs, included for services requiring detailed quality measurement
3. Compliance: Additional regulatory compliance requirements, needed for regulated industries
4. Training and Support: Details of required training and ongoing support, included when service delivery requires specific expertise
5. Subcontracting: Terms for engaging subcontractors, included when subcontracting is permitted
6. Marketing and Branding: Rules for using company branding and marketing materials, included when service partner represents the company
7. Equipment and Materials: Provisions regarding supply and maintenance of equipment, included when physical assets are involved
8. Audit Rights: Company's right to audit service partner's operations, included for quality control or regulatory requirements
1. Schedule 1 - Service Description: Detailed technical specifications and scope of services
2. Schedule 2 - Fee Schedule: Detailed pricing, payment terms, and calculation methods
3. Schedule 3 - Service Levels: Performance metrics, measurement methods, and reporting requirements
4. Schedule 4 - Data Processing Agreement: GDPR-compliant data processing terms and security requirements
5. Schedule 5 - Contact Details: Key personnel and escalation contacts for both parties
6. Schedule 6 - Required Insurance: Details of mandatory insurance coverage and limits
7. Appendix A - Company Policies: Relevant company policies and procedures to be followed
8. Appendix B - Technical Requirements: Technical standards, systems, and infrastructure requirements
Authors
Applicable Law
Business Day
Confidential Information
Company
Company Materials
Company Policies
Data Protection Laws
Deliverables
Documentation
Effective Date
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Personal Data
Purchase Order
Quality Standards
Representatives
Service Levels
Service Partner
Services
Service Fees
Service Hours
Service Location
Specifications
Subcontractor
Term
Territory
Working Hours
Service Schedule
Payment Terms
Performance Metrics
Regulatory Requirements
Response Time
Security Requirements
Service Credits
Service Failure
System
Third Party Materials
Appointment
Term and Duration
Services Provision
Service Levels
Quality Standards
Performance Monitoring
Fees and Payment
Invoicing
Tax
Obligations
Personnel
Subcontracting
Compliance
Data Protection
Confidentiality
Intellectual Property
Non-Competition
Non-Solicitation
Warranties
Indemnification
Liability
Insurance
Force Majeure
Termination
Exit Management
Assignment
Variation
Waiver
Severability
Notices
Entire Agreement
Third Party Rights
Dispute Resolution
Governing Law
Jurisdiction
Information Technology
Professional Services
Manufacturing
Logistics and Supply Chain
Healthcare
Financial Services
Telecommunications
Consulting
Marketing and Advertising
Facility Management
Engineering
Research and Development
Education and Training
Retail
Legal
Procurement
Operations
Commercial
Finance
Compliance
Business Development
Vendor Management
Project Management
Account Management
Legal Counsel
Procurement Manager
Contract Manager
Business Development Manager
Operations Director
Commercial Manager
Chief Operating Officer
Compliance Officer
Project Manager
Account Manager
Partnership Manager
Vendor Manager
General Counsel
Head of Operations
Chief Financial Officer
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