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Supplier Service Agreement
"I need a Supplier Service Agreement under Dutch law for an IT security monitoring service provider, with strong data protection clauses and strict service levels, planned to commence on March 1, 2025."
1. Parties: Identification and details of the contracting parties including registered addresses and company details
2. Background: Context of the agreement and brief description of the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement
4. Services: Detailed description of the services to be provided, including scope, standards and service levels
5. Supplier Obligations: Key responsibilities and commitments of the supplier in delivering the services
6. Customer Obligations: Key responsibilities and commitments of the customer in enabling service delivery
7. Charges and Payment: Pricing, payment terms, invoicing requirements and procedures
8. Intellectual Property Rights: Ownership and licensing of IP, including pre-existing IP and newly created IP
9. Confidentiality: Protection and handling of confidential information
10. Data Protection: GDPR compliance and data processing obligations
11. Liability and Indemnities: Allocation of risks, limitation of liability, and indemnification provisions
12. Term and Termination: Duration of agreement, renewal provisions, and termination rights
13. Force Majeure: Handling of events beyond parties' reasonable control
14. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law
1. Insurance: Specific insurance requirements - include when services involve significant risks or regulatory requirements
2. Security Requirements: IT and physical security obligations - include for technology or sensitive service provisions
3. Business Continuity: Disaster recovery and business continuity requirements - include for critical services
4. Personnel and Key Staff: Requirements for supplier staff - include when specific expertise or security clearance is needed
5. Audit Rights: Customer's audit and inspection rights - include for regulated industries or critical services
6. Environmental Requirements: Environmental standards and compliance - include for services with environmental impact
7. Anti-Bribery and Corruption: Compliance with anti-corruption laws - include for international services or high-value contracts
8. Change Control: Process for managing changes to services or agreement - include for complex or long-term services
1. Schedule 1 - Service Description: Detailed technical and operational specification of the services
2. Schedule 2 - Service Levels: Performance metrics, measurement methods, and service credits
3. Schedule 3 - Charges: Detailed pricing structure, rate cards, and payment milestones
4. Schedule 4 - Customer Dependencies: Detailed list of customer-provided items and responsibilities
5. Schedule 5 - Data Processing Agreement: Detailed GDPR-compliant data processing terms and requirements
6. Schedule 6 - Change Control Procedure: Detailed process for requesting and implementing changes
7. Schedule 7 - Exit Plan: Transition and handover requirements at contract end
8. Appendix A - Key Personnel: List of key supplier staff and their roles
9. Appendix B - Approved Subcontractors: List of pre-approved subcontractors and their roles
Authors
Applicable Law
Business Day
Charges
Confidential Information
Customer
Customer Data
Customer Materials
Data Protection Laws
Deliverables
Effective Date
Force Majeure Event
Good Industry Practice
Group Company
Initial Term
Intellectual Property Rights
Key Personnel
Loss
Personal Data
Personnel
Processing
Renewal Period
Services
Service Levels
Service Credits
Specifications
Supplier
Supplier Personnel
Supplier Materials
Term
Third Party Materials
Working Hours
Change Request
Acceptance Criteria
Business Requirements
Commencement Date
Exit Plan
Implementation Plan
Milestone
Performance Standards
Quality Standards
Related Agreements
Security Requirements
Service Failure
Subcontractor
Transition Period
Working Day
Service Provision
Service Levels
Charges and Payment
Customer Obligations
Supplier Obligations
Change Control
Intellectual Property Rights
Data Protection
Confidentiality
Audit Rights
Personnel
Non-Solicitation
Warranties
Indemnities
Liability
Insurance
Force Majeure
Term and Duration
Termination
Exit and Migration
Security
Compliance with Laws
Anti-Bribery and Corruption
Assignment and Subcontracting
Dispute Resolution
Notices
Entire Agreement
Severability
Waiver
Third Party Rights
Governing Law and Jurisdiction
Business Continuity
Health and Safety
Environmental Requirements
Quality Assurance
Record Keeping
Performance Monitoring
Relationship Management
Information Technology
Professional Services
Manufacturing
Logistics
Healthcare
Financial Services
Telecommunications
Retail
Energy
Construction
Facilities Management
Consulting
Legal
Procurement
Operations
Finance
Compliance
Risk Management
Supply Chain
Commercial
Vendor Management
Business Operations
Project Management
Procurement Manager
Legal Counsel
Commercial Director
Operations Manager
Contract Manager
Supply Chain Manager
Chief Financial Officer
Risk Manager
Compliance Officer
Vendor Manager
Business Unit Director
General Counsel
Chief Operating Officer
Project Manager
Category Manager
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