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Example minimum clause in contracts for public cloud services

Government organisations need to cover, at least, the following areas when negotiating contracts for public cloud services.

Cover all areas that fit your situation

Government organisations may need to consider more than this minimum clause. It depends on your business context and the information you’ll be using in a public cloud service.

Situations for negotiating contracts are rare

Check to see if other options are available first.

When to negotiate direct contracts for public cloud services

Clause for covering the minimum of areas — negotiating contracts for public cloud services

The Vendor acknowledges that, despite any provision to the contrary in any agreement or the Vendor Standard Terms:

  1. no indemnities: the Affiliate shall not be under any obligation under this Affiliate Agreement or any other agreement or document to defend, hold harmless or indemnify the Vendor or any other person or entity (and for this purpose “indemnify” includes any obligation in the nature of an indemnity);
  2. documents which comprise this Affiliate Agreement: this Affiliate Agreement comprises only the documents specified in clause;
  3. precedence of documents: the precedence of the documents comprising this Affiliate Agreement is the precedence specified in clause;
  4. entire agreement: this Affiliate Agreement constitutes the entire agreement of the parties with respect to its subject matter, as provided in clause;
  5. no exclusive remedy: any reference in the Vendor Standard Terms to a remedy being the sole or exclusive remedy does not apply except for where the Vendor’s Standard Terms provide that where the Vendor modifies a Cloud Service during the Cloud Services Term the Affiliate’s sole and exclusive right is to terminate;
  6. control of claims: any reference in the Vendor Standard Terms to the Vendor having control of the defence or settlement of any claim against the Affiliate, or appointing counsel to represent the Affiliate, is subject to the Affiliate’s approval; and
  7. governing law: the governing law and jurisdiction for all matters relating to this Affiliate Agreement is as provided in clause.
Example from the Government Chief Digital Officer

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