The General Contract For Services Agreement is designed for use when establishing a formal service relationship between a provider and client under English and Welsh law. This agreement is essential for businesses and individuals who need to clearly define service arrangements, responsibilities, and commercial terms. It incorporates key legislative requirements from UK law, including the Supply of Goods and Services Act 1982, while providing flexibility to accommodate various service types and business needs. The document is particularly valuable for ongoing service arrangements where clarity on deliverables, payment terms, and performance standards is crucial.
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1. Parties: Identification and details of contracting parties including registered addresses and company numbers
2. Background: Context of the agreement and brief description of why the parties are entering into it
3. Definitions: Key terms and their meanings used throughout the agreement
4. Services: Detailed description of services to be provided and service standards
5. Payment Terms: Fees, payment schedule, invoicing details and late payment provisions
6. Term and Termination: Duration of agreement, renewal terms, and circumstances for termination
7. Obligations: Key responsibilities and duties of both service provider and client
8. Liability and Indemnities: Limitations of liability, indemnification provisions and insurance requirements
9. Confidentiality: Protection of confidential information and trade secrets
10. Governing Law and Jurisdiction: Specification of English and Welsh law as governing law and jurisdiction for disputes
1. Data Protection: Compliance with UK GDPR and Data Protection Act 2018, only required if personal data is processed
2. Intellectual Property: Ownership and licensing of IP rights created during service provision
3. Non-Compete: Restrictions on competition and solicitation of clients/employees
4. Force Majeure: Provisions for handling events beyond reasonable control of the parties
5. Change Control: Procedures for making changes to services or agreement terms
1. Schedule 1 - Service Specification: Detailed breakdown of services, deliverables, and technical requirements
2. Schedule 2 - Charges: Detailed pricing structure, payment milestones, and expense policies
3. Schedule 3 - Service Levels: Performance metrics, KPIs, and remedies for failure to meet standards
4. Schedule 4 - Data Processing Agreement: Detailed terms for handling personal data if required under UK GDPR
5. Schedule 5 - Contact Details and Escalation Procedure: Key contacts, notice requirements, and issue escalation process
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