Project Service Agreement Template for Netherlands

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Key Requirements PROMPT example:

Project Service Agreement

"I need a Project Service Agreement under Dutch law for a software development project starting March 2025, including specific provisions for data protection, source code ownership, and agile development methodology."

Document background
The Project Service Agreement serves as a fundamental legal instrument for structuring project-based service relationships under Dutch law. It is particularly useful when organizations need to engage external service providers for specific projects with defined deliverables and timelines. The agreement comprehensively addresses all aspects of the project relationship, including scope definition, service delivery requirements, project governance, risk allocation, and commercial terms. Suitable for both domestic and international business relationships operating under Dutch jurisdiction, this agreement type ensures compliance with the Dutch Civil Code (Burgerlijk Wetboek) and relevant EU regulations. The Project Service Agreement is commonly used in various sectors, from IT implementations to construction projects, and can be customized to accommodate specific industry requirements while maintaining its core legal framework.
Suggested Sections

1. Parties: Identification and details of the contracting parties, including registered addresses and company details

2. Background: Context of the agreement, including project overview and parties' intentions

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Services: Detailed description of services to be provided, including project deliverables and objectives

5. Project Timeline: Key dates, milestones, and delivery schedule

6. Payment Terms: Fees, payment schedule, invoicing requirements, and payment conditions

7. Project Management: Governance structure, reporting requirements, and communication protocols

8. Obligations of Service Provider: Key responsibilities and commitments of the service provider

9. Client Responsibilities: Obligations and commitments of the client, including provision of information and resources

10. Change Management: Process for requesting and implementing changes to scope, timeline, or deliverables

11. Acceptance Procedures: Criteria and process for accepting deliverables and completed work

12. Intellectual Property Rights: Ownership and usage rights of project deliverables and pre-existing IP

13. Confidentiality: Protection and handling of confidential information

14. Liability and Indemnification: Limitation of liability and indemnification obligations

15. Force Majeure: Provisions for handling events beyond parties' reasonable control

16. Term and Termination: Duration of agreement and conditions for termination

17. Governing Law and Jurisdiction: Applicable law (Dutch) and jurisdiction for dispute resolution

18. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement

Optional Sections

1. Data Protection: Detailed GDPR compliance provisions when personal data processing is involved

2. Security Requirements: Specific security measures and protocols when handling sensitive information or systems

3. Service Levels: Detailed service level agreements (SLAs) when specific performance metrics are required

4. Business Continuity: Business continuity and disaster recovery requirements for critical services

5. Environmental Compliance: Environmental obligations and compliance requirements for projects with environmental impact

6. Insurance: Specific insurance requirements beyond standard coverage

7. Staff and Subcontracting: Rules regarding key personnel, subcontracting, and staff replacement when relevant

8. Exit Management: Detailed transition arrangements for complex projects requiring handover

9. Compliance with Standards: Industry-specific standards and certification requirements

10. Warranties: Additional warranties beyond standard provisions for specific technical or professional requirements

Suggested Schedules

1. Schedule 1 - Services Description: Detailed technical specifications and scope of services

2. Schedule 2 - Pricing and Payment Schedule: Detailed breakdown of fees, costs, and payment milestones

3. Schedule 3 - Project Timeline: Detailed project plan with milestones and deliverables

4. Schedule 4 - Service Levels and KPIs: Detailed performance metrics and measurement criteria

5. Schedule 5 - Governance Structure: Project team organization, roles, and responsibilities

6. Schedule 6 - Change Request Template: Standard form for requesting and documenting changes

7. Schedule 7 - Acceptance Criteria: Detailed criteria for accepting deliverables

8. Schedule 8 - Security Requirements: Detailed security protocols and requirements

9. Appendix A - Contact Details: Key contact information for both parties

10. Appendix B - Required Documentation: List of documents to be maintained during the project

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Construction

Professional Services

Management Consulting

Engineering

Telecommunications

Software Development

Infrastructure

Energy

Manufacturing

Healthcare

Financial Services

Environmental Services

Research and Development

Digital Transformation

Relevant Teams

Legal

Procurement

Commercial

Operations

Project Management Office

Risk and Compliance

Finance

Business Development

Service Delivery

Technical Operations

Account Management

Contract Administration

Relevant Roles

Legal Counsel

Contract Manager

Project Manager

Commercial Director

Chief Operating Officer

Procurement Manager

Business Development Manager

Account Executive

Operations Manager

Risk Manager

Compliance Officer

Technical Director

Service Delivery Manager

Chief Financial Officer

General Counsel

Head of Projects

Delivery Director

Commercial Manager

Industries
Dutch Civil Code (Burgerlijk Wetboek): Primary source of Dutch contract law governing formation, execution, and termination of contracts, including specific provisions for service agreements (Book 7)
Dutch Working Hours Act (Arbeidstijdenwet): Regulates working hours and rest periods if the project involves deployment of personnel
Dutch Works Councils Act (Wet op de ondernemingsraden): May be relevant if the project affects employee working conditions or business operations requiring works council consultation
Dutch GDPR Implementation Act (Uitvoeringswet AVG): Implements EU GDPR requirements for data protection and privacy in Dutch law, crucial for projects involving personal data processing
Dutch Public Procurement Act (Aanbestedingswet): Relevant if the project involves public sector clients or public procurement procedures
Dutch Tax Law (Wet op de omzetbelasting/BTW): Governs VAT obligations and tax implications of service provision
Dutch Act on Sham Arrangements (Wet DBA): Relevant for determining the nature of the service relationship and preventing false self-employment constructions
Dutch Environmental Management Act (Wet milieubeheer): May apply if the project has environmental implications or requires environmental permits
Dutch Telecommunications Act (Telecommunicatiewet): Applicable if the project involves telecommunications or electronic communications services
Dutch Competition Act (Mededingingswet): Ensures compliance with competition law in project arrangements and partnerships
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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