Books
in black and white
Main menu
Home About us Share a book
Books
Biology Business Chemistry Computers Culture Economics Fiction Games Guide History Management Mathematical Medicine Mental Fitnes Physics Psychology Scince Sport Technics
Ads

Information Technology Outsorcing Transaction - Halvey K.J.

Halvey K.J. Information Technology Outsorcing Transaction - Wiley Publishing, 2005. - 649 p.
ISBN-10 0-471-45949-6
Download (direct link): informationoutsourcingtransactions2005.pdf
Previous << 1 .. 109 110 111 112 113 114 < 115 > 116 >> Next

ARTICLE 20. MISCELLANEOUS PROVISIONS................................................................267
20.01 Notices ................................................................................267
20.02 Assignment and Third-Party Beneficiaries ...............................................267
20.03 Relationship ...........................................................................267
248 Ch. 4 Outsourcing Contract
20.04 Severability and Waivers......................................................................268
20.05 Survival......................................................................................268
20.06 Governing Law ................................................................................268
20.07 Sole and Exclusive Venue .....................................................................268
20.08 Export .......................................................................................268
20.09 Force Majeure.................................................................................269
20.10 Nonperformance................................................................................269
20.11 Right to Provide Services.....................................................................269
20.12 Nondisparagement..............................................................................269
20.13 Further Assurances............................................................................269
20.14 Solicitation..................................................................................269
20.15 Limitation Period ............................................................................269
20.16 Negotiated Terms..............................................................................269
20.17 Entire Agreement; Amendments; Counterparts ...................................................270
TABLE OF EXHIBITS
Exhibit 1: Definitions
Exhibit 2: Description of Services
Exhibit 3: Fees
Exhibit 4: Customer Assets
Exhibit 5: Customer Service Locations
Exhibit 6: Service Levels
Exhibit 7: Customer Responsibilities and Resources Exhibit 8: Customer Intellectual Property [Exhibit 9: Third-Party Contracts]
[Exhibit 10: Transferred Assets and Forms of General Assignment and Bill of Sale]
[Exhibit 11: Human Resources Provisions]
[Exhibit 12: Termination Assistance Services]
Appendix 4.5 Information Technology Outsourcing Agreement (Vendor Form) 249
SERVICES AGREEMENT by and between
[VENDOR]
and
[CUSTOMER]
Dated as of [FILL IN DATE]. This SERVICES AGREEMENT, dated as of [FILL IN DATE], is by and between Vendor and Customer.
NOW, THEREFORE, for and in consideration of the agreements set forth below, Vendor and Customer hereby agree as follows:
ARTICLE 1. DEFINITIONS AND CONSTRUCTION
1.01 DEFINITIONS. The defined terms used in this Agreement shall have the meanings specified in Exhibit 1.
1.02 INTERPRETATION.
1. In this Agreement and the Exhibits to this Agreement, the Exhibits to this Agreement shall be incorporated into and deemed part of this Agreement and all references to this Agreement shall include the Exhibits to this Agreement.
2. The Article and Section headings, Table of Contents, and Table of Exhibits are for reference and convenience only and shall not be considered in the interpretation of this Agreement.
3. In the event of a conflict between the terms of this Agreement and the terms of any of the Exhibits, the terms of [this Agreement] [the Exhibits] shall prevail.
ARTICLE 2. TERM
The initial term of this Agreement shall commence on the Effective Date and continue until 23:59 ([SPECIFY TIME STANDARD] Time) on [SPECIFY DATE], or such earlier date upon which this Agreement may be terminated pursuant to Article 17 (the “Initial Term”). Upon expiration of the Initial Term, the term of this Agreement shall automatically extend for successive one-year periods (each, a “Renewal Term”) unless this Agreement is terminated earlier pursuant to Article 17 or either Party gives the other Party notice at least 12 months prior to the expiration of the Initial Term or the applicable Renewal Term, as the case may be, that it does not desire to extend the term of this Agreement (the Initial Term and the Renewal Term collectively, the “Term”).
250 Ch. 4 Outsourcing Contract
ARTICLE 3. SERVICES
3.01 GENERALLY. [IF REQUIREMENTS CONTRACT: During the Term, Vendor shall be the exclusive provider of, and Customer shall purchase from Vendor, all of Customer’s requirements for the services described in Exhibit 2 (the “Services”), all upon and subject to the terms and conditions set forth in this Agreement.] [FOR CONTRACTS THAT ARE NOT REQUIREMENTS-BASED: During the Term, Vendor shall provide to Customer, and Customer shall purchase from Vendor, the services described in Exhibit 2 (the “Services”).]
3.02 SERVICE LOCATIONS.
1. Vendor shall provide the Services to the Customer Service Locations.
2. Each Party, while on the other Party’s premises, shall comply with the reasonable requests, standard rules and regulations of such Party regarding safety and health and personal and professional conduct generally applicable to such premises.
Previous << 1 .. 109 110 111 112 113 114 < 115 > 116 >> Next