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Cloud Managed Services Agreement Template for United States

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Key Requirements PROMPT example:

Cloud Managed Services Agreement

"I need a Cloud Managed Services Agreement for my software company to engage Amazon Web Services for cloud infrastructure and managed security services, with specific provisions for handling healthcare data and HIPAA compliance, starting March 2025."

Document background
The Cloud Managed Services Agreement serves as the primary contractual framework for organizations seeking to outsource their cloud infrastructure and related services management. This agreement type has become increasingly critical as businesses transition to cloud-based operations and require comprehensive service management solutions. The document addresses essential aspects of the service relationship, including performance standards, security requirements, data protection measures, and compliance with U.S. federal and state regulations. It's particularly important for ensuring clear delineation of responsibilities, service levels, and risk allocation between the provider and customer.
Suggested Sections

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: Key terms used throughout the agreement, including technical terminology

4. Services: Detailed description of cloud services and managed services to be provided

5. Service Levels: Performance standards, availability commitments, and response times

6. Fees and Payment: Pricing structure, payment terms, and billing procedures

7. Data Protection and Security: Security measures, data handling procedures, and compliance requirements

8. Confidentiality: Protection of confidential information and trade secrets

9. Term and Termination: Duration of agreement and termination provisions

10. Liability and Indemnification: Limitation of liability and indemnification obligations

Optional Sections

1. Disaster Recovery: Business continuity procedures and requirements for critical business data or systems

2. Training and Support: Details of training and support services when extensive user training or support is required

3. Migration Services: Process and requirements for migrating data or systems from existing platforms

4. Third-Party Services: Terms and conditions relating to integration with third-party providers and components

5. Compliance Requirements: Industry-specific compliance obligations for regulated sectors such as healthcare or finance

Suggested Schedules

1. Service Level Agreement (SLA): Detailed performance metrics and service levels

2. Security Requirements: Detailed security protocols and requirements

3. Pricing Schedule: Detailed breakdown of fees and charges

4. Data Processing Agreement: Specific terms for handling personal data

5. Technical Specifications: Detailed technical requirements and architecture

6. Support Services Schedule: Details of support levels and procedures

7. Business Continuity Plan: Disaster recovery and business continuity procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Industries

Gramm-Leach-Bliley Act (GLBA): Federal law that requires financial institutions to explain their information-sharing practices to customers and protect sensitive financial data

Health Insurance Portability and Accountability Act (HIPAA): Federal law that establishes standards for the protection and confidential handling of protected health information

Children's Online Privacy Protection Act (COPPA): Federal law that imposes requirements on operators of websites or online services directed to children under 13 years of age

Federal Trade Commission Act (FTC Act): Prohibits unfair or deceptive practices in commerce, including those related to privacy and data security

Consumer Privacy Bill of Rights: Framework for protecting consumer privacy in the digital age, establishing basic principles for handling personal data

Federal Information Security Management Act (FISMA): Defines framework for protecting government information, operations and assets against natural or human threats

Cybersecurity Information Sharing Act (CISA): Promotes sharing of cyber threat information between private sector and government entities

Sarbanes-Oxley Act (SOX): Requires publicly traded companies to establish internal controls and procedures for financial reporting, affecting IT systems and data management

Payment Card Industry Data Security Standard (PCI DSS): Security standard for organizations that handle credit card information to ensure protection of payment data

California Consumer Privacy Act (CCPA): State law providing California residents with rights regarding the collection and sale of their personal information

Virginia Consumer Data Protection Act (VCDPA): State law establishing framework for controlling and processing personal data of Virginia residents

Colorado Privacy Act: State law providing Colorado residents with privacy rights and imposing obligations on data controllers and processors

State Data Breach Notification Laws: Various state-specific requirements for notifying individuals and authorities in the event of a data breach

Uniform Commercial Code (UCC): Governs commercial transactions, including software licensing and service agreements

Electronic Signatures in Global and National Commerce Act (ESIGN): Federal law ensuring legal validity of electronic signatures and contracts

Uniform Electronic Transactions Act (UETA): State law establishing legal equivalence of electronic records and signatures with paper and manually signed documents

General Data Protection Regulation (GDPR): EU regulation that may apply if handling EU resident data, establishing strict requirements for data protection and privacy

Cross-border Data Transfer Regulations: Various international requirements governing the transfer of personal data across national borders

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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