The Contract For Supply Of Services is a fundamental business document used when one party (the service provider) agrees to provide specific services to another party (the client) under Belgian law. This document is essential for businesses operating in Belgium or choosing Belgian law as their governing law, as it establishes a clear framework for service delivery, payment terms, and mutual obligations. The agreement incorporates requirements from the Belgian Civil Code, the Code of Economic Law, and relevant EU regulations such as GDPR. It is particularly important for establishing clear deliverables, performance standards, and risk allocation between parties, while ensuring compliance with Belgian legal requirements regarding service contracts, consumer protection, and business practices.
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1. Parties: Identification and details of the service provider and client, including registered addresses and company registration numbers
2. Background: Context of the agreement and brief description of the services to be provided
3. Definitions: Key terms used throughout the agreement defined for clarity and consistency
4. Services: Detailed description of the services to be provided, including scope and deliverables
5. Duration and Termination: Contract term, renewal provisions, and circumstances for termination
6. Payment Terms: Fees, payment schedule, invoicing details, and late payment consequences
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. Quality and Performance Standards: Expected service levels and quality metrics
10. Intellectual Property Rights: Ownership and usage rights of any IP created or used during service provision
11. Confidentiality: Protection of confidential information and trade secrets
12. Data Protection: GDPR compliance and data handling requirements
13. Liability and Indemnification: Limitation of liability and indemnification provisions
14. Force Majeure: Provisions for unforeseen circumstances preventing contract performance
15. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction
16. General Provisions: Standard boilerplate clauses including notices, amendment process, and severability
1. Insurance: Required when specific insurance coverage needs to be maintained by either party
2. Non-Competition: Used when restricting the service provider from competing with the client
3. Non-Solicitation: Used when preventing either party from soliciting the other's employees or clients
4. Service Credits: Included when financial penalties apply for failing to meet service levels
5. Transition Services: Required when handover provisions are needed at contract end
6. Compliance with Laws: Detailed section needed for heavily regulated industries
7. Subcontracting: Include when service provider may need to subcontract certain services
8. Change Control: Required for complex services where scope changes are likely
1. Schedule 1 - Service Description: Detailed technical specifications and scope of services
2. Schedule 2 - Service Levels: Specific performance metrics, KPIs, and measurement methods
3. Schedule 3 - Charges: Detailed fee structure, rates, and payment terms
4. Schedule 4 - Client Dependencies: Specific requirements from client to enable service delivery
5. Schedule 5 - Key Personnel: Details of key staff assigned to provide the services
6. Appendix A - Data Processing Agreement: GDPR-compliant data processing terms if personal data is processed
7. Appendix B - Security Requirements: Information security standards and requirements
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