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Term Service Agreement
"I need a Term Service Agreement for providing IT maintenance services to a large retail company, including specific service levels for response times and system availability, with the contract starting from March 2025 for an initial period of three years."
1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Services: Detailed description of services to be provided
5. Term and Termination: Duration and termination provisions
6. Charges and Payment: Pricing, payment terms, and invoicing
7. Service Levels: Performance standards and metrics
8. Liability and Indemnities: Risk allocation between parties
9. Governing Law: Applicable law and jurisdiction
1. Change Control: Process for managing changes to services - recommended for complex or long-term service arrangements
2. Force Majeure: Provisions for unforeseen circumstances - recommended when service delivery might be affected by external events
3. TUPE: Transfer of employees provisions - required when service provision involves staff transfers
4. Data Protection: GDPR and data handling requirements - required when personal data is processed
1. Schedule 1 - Service Description: Detailed specification of services and service delivery requirements
2. Schedule 2 - Charges: Detailed pricing structure, payment terms, and rate card
3. Schedule 3 - Service Levels: Detailed performance metrics, KPIs, and service credit regime
4. Schedule 4 - Data Processing Agreement: GDPR-compliant data processing terms and requirements
5. Schedule 5 - Change Control Procedure: Detailed process for managing changes to services and documentation requirements
Authors
Applicable Law
Business Day
Charges
Commencement Date
Confidential Information
Contract Year
Customer
Customer Materials
Data Protection Legislation
Force Majeure Event
Good Industry Practice
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Notice
Personal Data
Renewal Period
Service Credits
Service Levels
Services
Service Provider
Service Provider Materials
Specification
Term
Termination Date
Third Party Materials
Working Hours
Duration and Term
Service Provision
Service Standards
Service Levels
Customer Obligations
Service Provider Obligations
Change Control
Charges and Payment
Intellectual Property Rights
Data Protection
Confidentiality
Force Majeure
Warranties
Indemnities
Limitation of Liability
Insurance
Termination
Exit Management
Assignment and Subcontracting
Non-Solicitation
Record Keeping
Audit Rights
Notices
Entire Agreement
Variation
Waiver
Severance
Third Party Rights
Governing Law and Jurisdiction
Dispute Resolution
Anti-Bribery and Corruption
Modern Slavery
Business Continuity
Health and Safety
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