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Third Party Vendor Contract
"I need a Third Party Vendor Contract for a Malaysian technology service provider who will handle our cloud infrastructure and data processing, with strict data protection clauses and service level agreements, starting March 2025."
1. Parties: Identification of contracting parties including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement and brief description of the business relationship
3. Definitions and Interpretation: Defined terms used throughout the agreement and rules of interpretation
4. Scope of Services/Goods: Detailed description of the services or goods to be provided by the vendor
5. Term and Renewal: Duration of the agreement and any renewal provisions
6. Vendor Obligations: Key responsibilities and commitments of the vendor
7. Customer Obligations: Key responsibilities and commitments of the customer
8. Pricing and Payment Terms: Fees, payment schedule, invoicing requirements, and payment methods
9. Service Levels: Performance standards and metrics for vendor's delivery of services/goods
10. Intellectual Property Rights: Ownership and licensing of IP created or used during the contract
11. Confidentiality: Protection of confidential information and trade secrets
12. Data Protection: Compliance with PDPA 2010 and data handling requirements
13. Liability and Indemnification: Allocation of risks and responsibilities for losses
14. Force Majeure: Provisions for unforeseen circumstances affecting performance
15. Termination: Grounds and process for ending the agreement
16. Post-Termination Obligations: Responsibilities of parties after contract end
17. Governing Law and Dispute Resolution: Choice of law and dispute resolution mechanisms
18. General Provisions: Boilerplate clauses including notices, assignment, and entire agreement
1. Insurance: Required when vendor needs specific insurance coverage for high-risk services
2. Compliance with Standards: Used when specific industry standards or certifications must be maintained
3. Security Requirements: Necessary for vendors with access to systems or sensitive information
4. Business Continuity: Important for critical service providers and long-term relationships
5. Environmental Compliance: Required for vendors whose services have environmental impact
6. Anti-Bribery and Corruption: Recommended for high-value contracts or government-related work
7. Subcontracting: Needed when vendor may use subcontractors
8. Change Control: Important for long-term or complex service arrangements
9. Audit Rights: Used when regular monitoring of vendor performance is required
10. Export Control: Necessary for international vendors or cross-border services
1. Schedule 1 - Service Specifications: Detailed technical specifications of services or goods
2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, rates, and payment terms
3. Schedule 3 - Service Level Agreement: Detailed performance metrics and measurement criteria
4. Schedule 4 - Key Personnel: List of key vendor staff assigned to the contract
5. Schedule 5 - Implementation Plan: Timeline and milestones for service/delivery implementation
6. Schedule 6 - Data Processing Agreement: Detailed data protection and processing requirements
7. Schedule 7 - Security Requirements: Specific security protocols and requirements
8. Schedule 8 - Business Continuity Plan: Disaster recovery and business continuity procedures
9. Appendix A - Required Forms: Standard forms for ordering, reporting, or other processes
10. Appendix B - Compliance Certificates: Copies of required certifications and compliance documents
Authors
Applicable Law
Business Day
Confidential Information
Contract Price
Customer
Delivery Location
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Malaysian Ringgit
Material Breach
Notice
Personal Data
Purchase Order
Quality Standards
Services
Service Levels
Specifications
Term
Territory
Vendor
Warranty Period
Working Hours
Acceptance Criteria
Background IP
Commencement Date
Completion Date
Deliverables
Documentation
Emergency
Good Industry Practice
Implementation Plan
Key Personnel
Loss
Performance Standards
Project
Records
Related Corporation
Representatives
Security Requirements
Service Credits
Subcontractor
Technical Requirements
Termination Date
Appointment
Term
Service Provision
Performance Standards
Quality Assurance
Pricing
Payment Terms
Invoicing
Delivery
Acceptance Testing
Warranties
Vendor Obligations
Customer Obligations
Intellectual Property
Confidentiality
Data Protection
Security
Audit Rights
Record Keeping
Insurance
Liability
Indemnification
Force Majeure
Change Control
Subcontracting
Assignment
Compliance
Anti-Bribery
Export Control
Business Continuity
Dispute Resolution
Termination
Exit Management
Notices
Governing Law
Jurisdiction
Entire Agreement
Severability
Variation
Waiver
Third Party Rights
Counterparts
Manufacturing
Technology
Financial Services
Healthcare
Retail
Telecommunications
Construction
Energy
Logistics
Professional Services
Education
Hospitality
Agriculture
Mining
Automotive
Aerospace
Pharmaceutical
Food and Beverage
Real Estate
Media and Entertainment
Legal
Procurement
Finance
Operations
Supply Chain
Risk Management
Compliance
Commercial
Business Operations
Vendor Management
Contract Administration
Internal Audit
Information Technology
Quality Assurance
Project Management
Procurement Manager
Legal Counsel
Contract Manager
Supply Chain Director
Vendor Relations Manager
Chief Financial Officer
Operations Director
Risk Manager
Compliance Officer
Commercial Director
Project Manager
Category Manager
Sourcing Specialist
Business Unit Head
General Manager
Chief Operating Officer
Finance Manager
Legal Director
Supply Chain Manager
Purchasing Officer
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