A DPA outlines obligations between data controllers and processors regarding the handling of personal data under privacy laws. This playbook discusses key terms including processing scope, security measures, and cross-border transfers.
Why This Matters: Precise pricing terms prevent billing disputes, support budgeting accuracy, and maintain healthy financial relationships.
Negotiation strategy
If you're the Data Controller:
Ensure that all fees and payment schedules are clearly outlined to align with your financial policies. Verify that invoicing procedures are detailed, including frequency and method of delivery.
If you're the Data Processor:
Negotiate for clear payment terms that include milestone payments and conditions for payment release. Ensure that late payment penalties are reasonable and enforceable.
Essential elements
1
Payment Schedule
Outline of payment due dates.
2
Invoicing Procedures
Details on invoice frequency and delivery.
3
Dispute Resolution
Mechanisms for payment-related issues.
Action framework
ACCEPT
Propose edits if payment terms do not align with financial policies.
EDIT
Reject if terms are unclear or unenforceable.
ADD
Add terms if pricing and payment details are missing.
PRO TIP
Always include a dispute resolution mechanism to handle payment issues efficiently.
Example clauses
FAVORABLE
Preferred Pricing & Payment Clause
"The Client shall pay the Service Provider a total fee of [amount] in accordance with the following schedule: [insert schedule]. Invoices will be issued [frequency], and payment is due within [number] days of receipt. Late payments will incur a penalty of [percentage] per month."
NEUTRAL
Standard Payment Terms
"Payment is due within 30 days of invoice receipt."
UNFAVORABLE
Ambiguous Payment Terms
"Payment terms to be discussed and agreed upon later."
Fallbacks
Ensure that currency conversion terms, international banking fees, and compliance with international payment regulations are addressed.
High-Risk Projects
Include milestone payments to mitigate risk and ensure project progress aligns with payments.
Long-Term Contracts
Consider including price adjustment clauses to account for inflation or market changes over time.
Technology & DataPlaybook Template (Pro both parties )
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