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Master Service Agreement And Statement Of Work
"I need a Master Service Agreement and Statement of Work for my software development company to provide ongoing IT consulting services to a healthcare provider, with specific requirements for HIPAA compliance and data security measures."
1. Parties: Identification and details of contracting parties
2. Background/Recitals: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: General description of services to be provided
5. Term and Termination: Duration of agreement and termination conditions
6. Payment Terms: Fees, invoicing, and payment conditions
7. Intellectual Property Rights: Ownership and usage rights of IP
8. Confidentiality: Protection of confidential information
9. Warranties and Representations: Standard guarantees from both parties
1. Data Protection: Required when handling personal data or sensitive information
2. Compliance Requirements: Industry-specific compliance obligations for regulated industries
3. Insurance Requirements: Specific insurance coverage requirements for high-risk services or large contracts
4. Service Level Agreement: Performance metrics and standards for technical or ongoing services
1. Statement of Work Template: Template for individual project specifications
2. Rate Card: Detailed pricing structure and rates
3. Service Level Requirements: Detailed performance metrics and penalties
4. Security Requirements: Security protocols and standards
5. Change Control Procedure: Process for managing changes to services
6. Key Personnel: List of key team members and roles
Authors
Services
Deliverables
Statement of Work
Effective Date
Term
Fees
Intellectual Property Rights
Confidential Information
Work Product
Acceptance Criteria
Change Order
Service Levels
Force Majeure
Personnel
Representatives
Business Day
Material Breach
Project Manager
Authorized Representative
Acceptance Testing
Background IP
Completion Date
Milestone
Payment Terms
Project Schedule
Specifications
Subcontractor
Third Party Materials
Warranties
Term and Termination
Payment Terms
Intellectual Property Rights
Confidentiality
Data Protection
Service Levels
Change Control
Acceptance Testing
Warranties and Representations
Indemnification
Limitation of Liability
Insurance
Force Majeure
Non-Solicitation
Compliance with Laws
Dispute Resolution
Governing Law
Assignment and Subcontracting
Notice Requirements
Audit Rights
Personnel Requirements
Security Requirements
Business Continuity
Reporting and Review
Quality Assurance
Remedies
Amendment Process
Entire Agreement
Severability
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