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Master Supplier Services Agreement
"I need a Master Supplier Services Agreement under German law for an IT services provider based in Munich, serving multiple European clients, with strong emphasis on GDPR compliance and data security provisions, to be implemented by March 2025."
1. Parties: Identification of the contracting parties with full legal names and addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Scope of Services: General framework for the services to be provided under the agreement
5. Ordering Process: Procedures for requesting and confirming specific services
6. Service Levels: General principles for service quality and performance standards
7. Supplier Obligations: Core obligations and responsibilities of the supplier
8. Customer Obligations: Core obligations and responsibilities of the customer
9. Charges and Payment: Pricing principles, payment terms, and invoicing procedures
10. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
11. Confidentiality: Protection and handling of confidential information
12. Data Protection: GDPR and BDSG compliance requirements and data handling procedures
13. Liability and Insurance: Limitation of liability, indemnities, and insurance requirements
14. Term and Termination: Duration of agreement and termination provisions
15. Force Majeure: Handling of events beyond reasonable control
16. Governing Law and Jurisdiction: Application of German law and jurisdiction for disputes
17. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Compliance with Laws: Specific section on regulatory compliance, recommended when operating in heavily regulated industries
2. Quality Assurance: Detailed quality management requirements, relevant for manufacturing or technical services
3. Business Continuity: Disaster recovery and business continuity requirements, important for critical services
4. Staff and Subcontractors: Specific requirements for supplier personnel and use of subcontractors
5. Environmental Requirements: Environmental standards and compliance, relevant for services with environmental impact
6. Import/Export Controls: Necessary for cross-border services or technology transfers
7. Anti-Corruption: Detailed anti-corruption provisions, particularly important for public sector or international contracts
8. Audit Rights: Extended audit provisions, important for regulated industries or complex services
1. Schedule 1 - Service Descriptions: Detailed descriptions of specific services offered under the agreement
2. Schedule 2 - Service Levels and KPIs: Detailed service level agreements, metrics, and measurement methods
3. Schedule 3 - Charges: Detailed pricing structure, rates, and payment terms
4. Schedule 4 - Change Control Procedure: Process for implementing changes to services or agreement terms
5. Schedule 5 - Technical Requirements: Technical specifications and requirements for service delivery
6. Schedule 6 - Security Requirements: Information security and physical security requirements
7. Schedule 7 - Governance and Reporting: Management structure, meeting schedule, and reporting requirements
8. Appendix A - Form of Purchase Order: Template for individual service orders under the master agreement
9. Appendix B - Form of Change Order: Template for documenting agreed changes to services
10. Appendix C - Contact Details: Key contacts and escalation procedures for both parties
Authors
Manufacturing
Information Technology
Professional Services
Logistics and Supply Chain
Industrial Services
Healthcare
Telecommunications
Financial Services
Automotive
Energy and Utilities
Retail
Construction
Facilities Management
Legal
Procurement
Commercial
Operations
Finance
Compliance
Risk Management
Supply Chain
Vendor Management
Contract Management
Business Development
Account Management
Project Management
Chief Procurement Officer
Head of Legal
Commercial Director
Procurement Manager
Contract Manager
Legal Counsel
Supply Chain Manager
Vendor Manager
Operations Director
Risk Manager
Compliance Officer
Chief Financial Officer
Category Manager
Sourcing Manager
General Counsel
Business Development Manager
Account Manager
Project Manager
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