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1. Parties: Identification and details of the service provider and client, including legal status and registered addresses
2. Background: Context of the agreement and brief description of the parties' intention to enter into a service relationship
3. Definitions: Key terms used throughout the agreement defined for clarity and legal certainty
4. Scope of Services: Detailed description of services to be provided, including any deliverables
5. Term and Commencement: Duration of the agreement and start date
6. Payment Terms: Fees, payment schedule, invoicing requirements, and VAT considerations
7. Obligations of the Service Provider: Key responsibilities, quality standards, and performance requirements
8. Obligations of the Client: Client's responsibilities, including provision of necessary information and access
9. Intellectual Property Rights: Ownership and usage rights of any intellectual property created or used
10. Confidentiality: Protection of confidential information exchanged during the service provision
11. Data Protection: GDPR compliance and data handling requirements
12. Liability and Indemnification: Limitation of liability and indemnification obligations under Belgian law
13. Termination: Grounds for termination, notice periods, and consequences of termination
14. Force Majeure: Provisions for unforeseen circumstances preventing performance
15. Governing Law and Jurisdiction: Confirmation of Belgian law application and jurisdiction for disputes
16. General Provisions: Standard clauses including severability, entire agreement, and amendments
1. Insurance: Requirements for professional liability insurance when services involve significant risks
2. Non-Competition: Restrictions on competitive activities, used when protecting business interests is crucial
3. Assignment and Subcontracting: Rules for transferring rights or using subcontractors, relevant for complex service arrangements
4. Service Levels: Specific performance metrics and standards, useful for technical or ongoing services
5. Compliance with Laws: Specific regulatory compliance requirements for regulated industries
6. Staff and Resources: Requirements for personnel qualifications and resources, relevant for staff-intensive services
7. Audit Rights: Client's right to audit service provider's performance, important for regulated services or critical business functions
8. Change Control: Procedure for managing changes to services, useful for long-term or complex service arrangements
1. Schedule 1 - Service Specification: Detailed technical or operational specifications of the services
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 - Contact Details: Key personnel and communication protocols
5. Appendix A - Data Processing Agreement: Detailed GDPR compliance terms if personal data is processed
6. Appendix B - Required Insurance Coverage: Specific insurance requirements and coverage levels
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