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1. Parties: Identification of service provider and client with full legal names and addresses
2. Background: Brief context of the agreement and relationship between the parties
3. Definitions: Key terms used throughout the agreement
4. Services: Detailed description of services to be provided
5. Payment Terms: Fees, payment schedule, invoicing, and payment methods
6. Term and Termination: Duration of agreement and termination provisions
7. Obligations of Service Provider: Key responsibilities and service standards
8. Obligations of Client: Client's responsibilities and cooperation requirements
9. Intellectual Property: Ownership and usage rights of any IP created or used
10. Confidentiality: Protection of confidential information
11. Liability and Indemnity: Limitation of liability and indemnification provisions
12. General Provisions: Standard boilerplate clauses including governing law, notices, and entire agreement
13. Execution: Signature blocks and execution details
1. Insurance: Insurance requirements when services involve significant risks or regulatory requirements
2. Data Protection: Specific provisions for handling personal data when services involve data processing
3. Force Majeure: Provisions for unforeseen circumstances, particularly relevant for long-term or critical services
4. Non-Competition: Restrictions on competitive activities where service provider gains significant market insights
5. Assignment and Subcontracting: Rules for transferring rights or using subcontractors when relevant to service delivery
6. Service Levels: Specific performance metrics and standards when quantifiable service levels are required
7. Compliance with Laws: Specific regulatory compliance requirements for regulated industries
8. Dispute Resolution: Detailed dispute resolution procedures when parties prefer specific resolution mechanisms
1. Schedule 1 - Service Specification: Detailed technical specifications of services to be provided
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms
3. Schedule 3 - Service Levels: Specific performance metrics and measurement criteria
4. Schedule 4 - Key Personnel: List of key personnel assigned to provide the services
5. Appendix A - Required Forms: Standard forms or templates to be used during service delivery
6. Appendix B - Policies and Procedures: Relevant internal policies or procedures that apply to the services
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