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Service Provider Contract
"I need a Service Provider Contract for my IT consultancy company based in Auckland, which will be providing software development services to enterprise clients, with the agreement needing to include strong IP protection clauses and data privacy provisions."
1. Parties: Identifies and provides full legal details of the service provider and the client
2. Background: Sets out the context of the agreement and the parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Services: Detailed description of the services to be provided
5. Term: Duration of the agreement, including start date and any renewal provisions
6. Fees and Payment: Payment terms, rates, invoicing schedule, and GST treatment
7. Service Provider's Obligations: Key responsibilities and commitments of the service provider
8. Client's Obligations: Key responsibilities and commitments of the client
9. Intellectual Property: Ownership and rights related to any IP created during service provision
10. Confidentiality: Protection of confidential information and trade secrets
11. Liability and Indemnity: Limitations of liability and indemnification provisions
12. Termination: Circumstances and process for ending the agreement
13. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment
1. Insurance: Required when services involve significant risks or client requires specific coverage
2. Health and Safety: Essential when services are performed at client sites or involve physical work
3. Data Protection: Required when service provider will handle personal or sensitive data
4. Non-Competition: Used when service provider may gain competitive knowledge or access to sensitive market information
5. Service Levels: Include when specific performance metrics need to be maintained
6. Subcontracting: Required if service provider may need to engage subcontractors
7. Force Majeure: Important for long-term contracts or services vulnerable to external disruptions
8. Change Control: Necessary for complex or long-term services where scope may evolve
1. Schedule 1 - Service Description: Detailed specifications of services, deliverables, and performance standards
2. Schedule 2 - Fees and Charges: Detailed fee structure, rates, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics, reporting requirements, and remedies
4. Schedule 4 - Key Personnel: Details of key staff assigned to provide the services
5. Schedule 5 - Client Materials and Requirements: List of items, access, or information the client must provide
6. Appendix A - Change Request Form: Template for requesting and documenting changes to services
7. Appendix B - Report Templates: Standard formats for required service reports and documentation
Authors
Applicable Laws
Business Day
Charges
Client
Client Materials
Commencement Date
Confidential Information
Deliverables
Dispute
Effective Date
Force Majeure Event
GST
Intellectual Property Rights
Key Personnel
Material Breach
Notice
Personal Information
Personnel
Pre-existing IP
Related Company
Representatives
Services
Service Levels
Service Provider
Specifications
Subcontractor
Term
Termination Date
Third Party Materials
Working Hours
Services
Term
Payment
GST
Performance Standards
Service Provider Obligations
Client Obligations
Personnel
Reporting
Intellectual Property
Confidentiality
Privacy
Data Protection
Health and Safety
Insurance
Liability
Indemnification
Force Majeure
Termination
Exit Assistance
Non-Solicitation
Non-Competition
Assignment
Subcontracting
Dispute Resolution
Notices
Variation
Entire Agreement
Severability
Governing Law
Relationship of Parties
Information Technology
Professional Services
Consulting
Construction
Healthcare
Education
Financial Services
Marketing and Advertising
Engineering
Maintenance Services
Creative Industries
Business Services
Property Services
Environmental Services
Legal
Procurement
Operations
Finance
Human Resources
Risk and Compliance
Commercial
Business Development
Project Management
Service Delivery
Legal Counsel
Procurement Manager
Contract Manager
Business Development Manager
Operations Director
Project Manager
HR Manager
Finance Manager
Commercial Manager
Risk Manager
Compliance Officer
Chief Operating Officer
Managing Director
Department Head
Service Delivery Manager
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