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Outsourcing Service Agreement
"I need an Outsourcing Service Agreement for IT support services where our Saudi-based manufacturing company will outsource all IT operations to a local provider, with service commencement planned for March 2025 and strict data protection requirements due to sensitive industrial data."
1. Parties: Identification of contracting parties including full legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between parties, and high-level objectives
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of services to be provided, including core obligations and deliverables
5. Term and Termination: Duration of agreement, renewal terms, and termination provisions including notice periods
6. Service Provider Obligations: Key responsibilities, performance standards, and compliance requirements for the service provider
7. Customer Obligations: Customer's responsibilities, including provision of information and access requirements
8. Fees and Payment: Payment terms, fee structure, invoicing procedures, and VAT considerations
9. Service Levels: Performance metrics, measurement methods, and consequences of failure to meet standards
10. Data Protection and Security: Obligations regarding data handling, security measures, and compliance with Saudi data protection laws
11. Confidentiality: Protection of confidential information, permitted uses, and disclosure restrictions
12. Intellectual Property: Ownership and licensing of IP, including pre-existing and newly created materials
13. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements
14. Force Majeure: Events excusing performance and related procedures
15. Governing Law and Dispute Resolution: Saudi law governance and dispute resolution mechanisms including local courts or arbitration
16. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement
1. Transition Services: Include when complex service transition is required, detailing handover process and responsibilities
2. Business Continuity: Add for critical services requiring disaster recovery and business continuity planning
3. Change Control: Include for long-term or complex services requiring formal change management procedures
4. Compliance with Islamic Finance: Required when financial aspects need explicit Sharia compliance
5. Anti-corruption: Add for high-value contracts or when dealing with government entities
6. Personnel and Key Staff: Include when specific staff or qualifications are crucial to service delivery
7. Subcontracting: Add when subcontracting might be needed or needs to be restricted
8. Export Control: Include for services involving cross-border technology or data transfer
9. Local Content Requirements: Add when Saudi local content requirements apply to the services
1. Service Description: Detailed technical and operational specifications of services
2. Service Levels and KPIs: Detailed performance metrics, measurement methods, and reporting requirements
3. Pricing and Payment Schedule: Detailed fee structure, payment milestones, and calculation methods
4. Data Processing Agreement: Detailed data protection obligations and procedures
5. Security Requirements: Specific security protocols and standards to be followed
6. Business Continuity Plan: Detailed procedures for maintaining service continuity
7. Transition Plan: Detailed timeline and responsibilities for service implementation
8. Governance and Reporting: Meeting schedules, reporting formats, and escalation procedures
9. Key Personnel: Details of key staff members and their qualifications
10. Exit Plan: Procedures and responsibilities for service termination and transition out
Authors
Information Technology
Business Process Services
Financial Services
Healthcare
Manufacturing
Telecommunications
Oil & Gas
Construction
Retail
Education
Professional Services
Government Services
Transportation & Logistics
Legal
Procurement
Operations
Finance
Information Technology
Compliance
Risk Management
Information Security
Vendor Management
Project Management
Commercial
Supply Chain
Business Development
Chief Executive Officer
Chief Operating Officer
Chief Financial Officer
Chief Technology Officer
Chief Legal Officer
Procurement Manager
Contract Manager
Operations Director
Legal Counsel
Compliance Officer
Project Manager
Vendor Management Officer
Risk Manager
Information Security Officer
Service Delivery Manager
Business Unit Head
Commercial Director
Supply Chain Manager
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