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Exchange Of Services Agreement
"I need an Exchange of Services Agreement between my software development company and a marketing agency, where we will provide them with a custom CRM system in exchange for comprehensive marketing services over a 12-month period starting January 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Services Description: Detailed description of services to be exchanged between the parties
5. Service Standards: Quality standards and performance metrics for the services
6. Duration and Termination: Term of agreement and circumstances/process for termination
7. Liability and Indemnification: Allocation of risks, limitations of liability, and indemnification obligations
8. Governing Law: Specification of English and Welsh law as governing law and jurisdiction
1. Data Protection: GDPR and Data Protection Act 2018 compliance provisions for handling personal data
2. Force Majeure: Provisions dealing with circumstances beyond parties' reasonable control
3. Non-Competition: Restrictions on competitive activities during and after the agreement
4. Insurance: Requirements for maintaining specific insurance coverage
5. Anti-Bribery: Compliance with Bribery Act 2010 and anti-corruption provisions
1. Schedule 1 - Service Level Agreement: Detailed performance metrics, standards, and service delivery specifications
2. Schedule 2 - Fee Schedule: Details of any monetary compensation or value equivalence of exchanged services
3. Schedule 3 - Key Personnel: Contact details and roles of key personnel responsible for service delivery
4. Schedule 4 - Service Specifications: Technical specifications and operational procedures for the services
5. Schedule 5 - Compliance Requirements: Specific regulatory and compliance requirements applicable to the services
Authors
Business Day
Commencement Date
Confidential Information
Deliverables
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Materials
Party/Parties
Services
Service A
Service B
Service Level Requirements
Service Period
Service Provider A
Service Provider B
Service Recipient
Service Specification
Term
Termination Date
Working Hours
Business Hours
Key Personnel
Quality Standards
Representatives
Service Location
Timetable
Value Exchange Rate
Service Exchange Obligations
Service Standards
Performance Monitoring
Quality Requirements
Duration and Term
Service Provider Obligations
Service Recipient Obligations
Key Personnel
Mutual Obligations
Confidentiality
Data Protection
Intellectual Property Rights
Liability and Indemnification
Insurance
Force Majeure
Termination
Consequences of Termination
Assignment and Subcontracting
Variation
Notices
Dispute Resolution
Governing Law and Jurisdiction
Entire Agreement
Severability
Third Party Rights
Anti-Bribery and Corruption
Modern Slavery
Health and Safety
Record Keeping
Audit Rights
Non-Competition
Non-Solicitation
Relationship of Parties
Announcements and Publicity
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