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IT Managed Services Agreement
"I need an IT Managed Services Agreement for my fintech startup to engage a service provider for cloud infrastructure management and cybersecurity services, with strict data protection provisions and service level agreements suitable for a regulated financial services environment."
1. Parties: Details of the service provider and customer, including registered addresses and company numbers
2. Background: Context of the agreement and high-level description of services to be provided
3. Definitions: Key terms used throughout the agreement
4. Services: Detailed description of IT services to be provided
5. Service Levels: Performance standards and metrics
6. Charges and Payment: Pricing, payment terms, and invoicing arrangements
7. Data Protection: Compliance with GDPR and data protection laws
8. Confidentiality: Protection of confidential information
9. Intellectual Property Rights: Ownership and licensing of IP
10. Liability and Insurance: Limitation of liability and insurance requirements
11. Term and Termination: Duration and termination provisions
1. Change Control: Process for managing changes to services - recommended for complex or long-term agreements
2. TUPE: Employee transfer provisions - required when staff transfer is involved
3. Security Requirements: Specific security standards and compliance - recommended for handling sensitive data or regulated industries
4. Business Continuity: Disaster recovery and continuity plans - recommended for critical services
5. Exit Management: Transition arrangements at contract end - recommended for complex services or where service continuity is crucial
1. Schedule 1 - Services Description: Detailed specification of services
2. Schedule 2 - Service Levels: Detailed SLAs and KPIs
3. Schedule 3 - Charges: Detailed pricing structure and rates
4. Schedule 4 - Change Control Procedure: Detailed change management process
5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms
6. Schedule 6 - Security Requirements: Detailed security protocols and standards
7. Schedule 7 - Exit Plan: Detailed transition arrangements
8. Schedule 8 - Personnel: Key personnel and qualifications
Authors
Acceptance Tests
Authorised Representatives
Business Day
Business Hours
Charges
Confidential Information
Customer Data
Customer Materials
Customer Systems
Data Protection Legislation
Deliverables
Disaster Recovery Plan
Documentation
Effective Date
Emergency Maintenance
Force Majeure Event
Good Industry Practice
Implementation Plan
Incident
Initial Term
Intellectual Property Rights
Key Personnel
Maintenance Window
Managed Services
Personal Data
Priority Levels
Provider Systems
Response Time
Resolution Time
Service Credits
Service Levels
Service Level Agreement
Services
Software
Specification
Sub-Processor
Support Services
System
Term
Third Party Software
TUPE
Virus
Vulnerability
Service Levels
Change Control
Customer Obligations
Provider Obligations
Charges and Payment
Intellectual Property Rights
Data Protection
Confidentiality
Security
Audit Rights
Warranties
Anti-Bribery
Force Majeure
Liability
Insurance
Term and Termination
Exit Management
Business Continuity
Disaster Recovery
Personnel
Non-Solicitation
Assignment and Subcontracting
Dispute Resolution
Notices
Third Party Rights
Severability
Entire Agreement
Variation
Waiver
Governing Law
Jurisdiction
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