This Vendor SLA template is designed for use under Swiss law when establishing a formal service relationship between a service provider and a customer. The document is particularly relevant when specific service levels need to be defined, measured, and enforced, with clear consequences for non-performance. It incorporates key requirements from Swiss legislation, including the Code of Obligations and Federal Act on Data Protection, making it suitable for both domestic and international service arrangements subject to Swiss jurisdiction. The template includes comprehensive service definitions, performance metrics, reporting requirements, and remediation processes, ensuring both parties have clear expectations and obligations. This type of agreement is essential for managing vendor relationships where service quality and reliability are critical to business operations.
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1. Parties: Identification of the service provider and customer, including full legal names and addresses
2. Background: Context of the agreement and brief description of the services to be provided
3. Definitions: Defined terms used throughout the agreement, including technical terms and service metrics
4. Services Scope: Detailed description of services to be provided and service boundaries
5. Service Levels: Specific performance standards, metrics, and measurement methods
6. Service Credits: Financial compensation mechanism for service level failures
7. Monitoring and Reporting: Requirements for service monitoring and performance reporting
8. Support Services: Description of support levels, response times, and escalation procedures
9. Customer Obligations: Customer responsibilities and prerequisites for service delivery
10. Charges and Payment: Pricing, payment terms, and invoicing procedures
11. Data Protection: Compliance with Swiss data protection laws and data handling requirements
12. Confidentiality: Protection of confidential information and trade secrets
13. Liability and Insurance: Limitation of liability, indemnification, and insurance requirements
14. Force Majeure: Provisions for handling events beyond reasonable control
15. Term and Termination: Contract duration, renewal terms, and termination rights
16. General Provisions: Standard legal clauses including governing law, jurisdiction, and notices
1. Business Continuity: Required for critical services, covering disaster recovery and business continuity requirements
2. Security Requirements: Detailed security obligations when handling sensitive data or systems
3. Regulatory Compliance: Specific compliance requirements for regulated industries
4. Audit Rights: Customer rights to audit service provider's operations and compliance
5. Personnel Requirements: Specific requirements for service provider's personnel, including qualifications and security clearance
6. Transition Services: Requirements for service transition at the start and end of the agreement
7. Intellectual Property Rights: Specific IP provisions when custom developments or licenses are involved
8. Environmental Requirements: Sustainability and environmental obligations where relevant
1. Service Description: Detailed technical specifications of services and deliverables
2. Service Levels and KPIs: Detailed metrics, measurement methods, and reporting requirements
3. Pricing and Charging: Detailed pricing structure, rates, and calculation methods
4. Support Procedures: Detailed support processes, escalation procedures, and contact details
5. Security Standards: Specific security requirements and compliance standards
6. Data Processing Agreement: Detailed data protection obligations compliant with Swiss law
7. Business Continuity Plan: Detailed procedures for service continuity and disaster recovery
8. Exit Plan: Procedures and requirements for service termination and transition
9. Approved Subcontractors: List of approved subcontractors and their roles
10. Change Control Procedure: Process for managing changes to services or agreement terms
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