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Indemnity Service Agreement
"I need an Indemnity Service Agreement under Belgian law for IT maintenance services, where my company will be providing cybersecurity monitoring to a financial institution, with service commencement planned for March 2025 and specific focus on data protection compliance."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and relationship between the parties
3. Definitions: Defined terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided
5. Service Standards: Quality standards and performance metrics for the services
6. Indemnification Obligations: Core indemnification provisions, triggers, and scope
7. Limitations of Liability: Caps, exclusions, and limitations on liability
8. Payment Terms: Fees, payment schedule, and invoicing procedures
9. Term and Termination: Duration of agreement and termination provisions
10. Insurance Requirements: Required insurance coverage and minimum limits
11. Confidentiality: Protection of confidential information
12. Governing Law and Jurisdiction: Belgian law application and dispute resolution
13. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment
1. Intellectual Property Rights: Required when services involve creation or use of intellectual property
2. Data Protection: Required when services involve processing personal data under GDPR
3. Service Levels: Include when specific performance metrics and remedies are needed
4. Compliance with Laws: Include when services are in regulated industries
5. Subcontracting: Include when service provider may need to subcontract services
6. Non-Competition: Include when protecting against competitive activities is necessary
7. Change Control: Include when service scope may need modification during the term
8. Business Continuity: Include for critical services requiring disaster recovery planning
1. Schedule 1 - Service Description: Detailed technical specifications of services
2. Schedule 2 - Service Levels: Specific performance metrics and measurement criteria
3. Schedule 3 - Fee Schedule: Detailed pricing, payment terms, and rate cards
4. Schedule 4 - Insurance Requirements: Specific insurance types, coverage limits, and certificates
5. Schedule 5 - Key Personnel: List of key service provider personnel and qualifications
6. Appendix A - Data Processing Agreement: GDPR-compliant data processing terms if applicable
7. Appendix B - Security Requirements: IT and physical security requirements for service delivery
8. Appendix C - Form of Reports: Templates for required service performance reports
Authors
Professional Services
IT and Technology
Construction
Manufacturing
Financial Services
Healthcare
Logistics and Transportation
Consulting
Facilities Management
Energy and Utilities
Legal
Risk Management
Procurement
Operations
Finance
Compliance
Commercial
Business Development
Project Management
Insurance
Legal Counsel
Risk Manager
Procurement Manager
Contract Manager
Chief Financial Officer
Operations Director
Compliance Officer
Business Development Manager
Project Manager
Insurance Manager
General Counsel
Commercial Director
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