Commercial Service Agreement Draft: Install, Source and Security | FunnelSlayer
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Commercial Service Agreement Draft

Published by wolfgangrush in indian-contracts-drafting-litigation

No known issues1 installs

What this skill does

Draft a Master Service Agreement (MSA) / Statement of Work (SoW) / Service Agreement for the provision of services by one party to another. Covers the universe of services contracts — IT services, consulting, professional services, BPO / KPO, managed services, SaaS-as-a-service, content services, marketing, advertising. Governed by the Indian Contract Act 1872 + Sale of Goods Act 1930 (where services include deliverable goods) + DPDP Act 2023 (where services involve personal-data processing) + I

Add Commercial Service Agreement Draft to your agent

Review the source and files first. When you are ready, copy the prompt instruction or use the CLI command supported by your environment.

Install with a prompt

Paste this into a compatible coding agent:

add this skill "commercial-service-agreement-draft" from https://github.com/wolfgangrush/indian-contracts-drafting-litigation

Install with the CLI

Run this command in a controlled environment after reviewing the repository:

npx skills add https://github.com/wolfgangrush/indian-contracts-drafting-litigation --skill commercial-service-agreement-draft

Skill instructions

Commercial Service Agreement Draft Skill

Extends: ${CLAUDE_PLUGIN_ROOT}/skills/_contract_drafting_base/SKILL.md Common rules: ${CLAUDE_PLUGIN_ROOT}/skills/_drafting_common/SKILL.md

Case-type metadata

case_type_line: MASTER SERVICE AGREEMENT
case_short_code: MSA
typical_parties: Service Provider + Customer
operative_clauses:
  - "Scope of Services (per attached SoW(s))"
  - "Service Levels (KPIs, SLAs, service credits)"
  - "Fees and Payment (fixed-fee / time-and-materials / hybrid; invoicing cycle; GST; TDS; late-payment interest)"
  - "Service Standards (industry-standard / specified) + acceptance procedure"
  - "Personnel — key persons, replacement procedure, background checks"
  - "Subcontracting — permitted / prior consent, back-to-back obligations"
  - "Intellectual Property — Background IP retained, Foreground IP allocation (work-for-hire vs licence), derivative works, moral-rights waiver per Section 57 Copyright Act 1957"
  - "Data Protection — DPDP Act 2023 flowdown (notice / consent / purpose-limitation / security / breach / sub-processor)"
  - "Audit Rights — Customer audit rights, scope, frequency, cost-bearing"
  - "Insurance — professional indemnity, public liability, cyber insurance for IT/data services"
  - "Change Control — RFC procedure, impact assessment, pricing adjustment"
mandatory_boilerplate:
  - indemnity (IP + DPDP + statutory)
  - limitation_of_liability (cap with carve-outs)
  - confidentiality
  - dispute_resolution_arbitration
  - governing_law
  - notices
  - force_majeure
  - severability
  - entire_agreement
  - assignment_with_consent
  - waiver
  - counterparts
  - amendments_in_writing
stamp_position: "Article 5 (Agreement) of the applicable State Stamp Act — typically ₹100-500"
registration_position: "Not compulsorily registrable"
dpdp_position: "Likely triggered — verify in deal-facts"

Forward load

  • IT services + cross-border data flow → DPDP Section 16 transfer-of-personal-data clause + the recipient jurisdiction's data-protection law check.
  • SaaS subscription nature → consider separate SaaS Subscription Agreement skill in future versions (different model: subscription + service levels + termination differs from standard MSA).
  • ESOP / equity-linked compensation → not in this skill; route to shareholders-agreement-draft.

Files included

  • SKILL.md

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