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Business Process Outsourcing Agreement
"I need a Business Process Outsourcing Agreement to outsource our IT helpdesk operations to a Belgian service provider, with strict SLAs and data protection requirements, planned to commence from March 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and business objectives
3. Definitions and Interpretation: Defined terms and interpretation rules
4. Scope of Services: Detailed description of BPO services to be provided
5. Term and Termination: Duration, renewal, and termination provisions
6. Service Provider Obligations: Core obligations and responsibilities of the service provider
7. Customer Obligations: Core obligations and responsibilities of the customer
8. Service Levels and Performance: Performance standards, KPIs, and measurement
9. Charges and Payment: Pricing, payment terms, and invoicing
10. Data Protection and Privacy: GDPR compliance and data processing obligations
11. Confidentiality: Protection of confidential information
12. Intellectual Property Rights: IP ownership, licenses, and protection
13. Employee Matters: Staff transfer, management, and employment obligations
14. Liability and Indemnities: Risk allocation and limitation of liability
15. Force Majeure: Provisions for unforeseen circumstances
16. Governing Law and Jurisdiction: Belgian law application and dispute resolution
17. General Provisions: Standard boilerplate clauses
1. Transition and Implementation: Include when services require complex implementation phase
2. Business Continuity and Disaster Recovery: Include for critical business processes
3. Step-in Rights: Include when service continuity is crucial
4. Anti-corruption and Ethics: Include for international operations or specific compliance requirements
5. Security Requirements: Include when handling sensitive data or systems
6. Change Control: Include for long-term or complex service arrangements
7. Benchmarking: Include when market competitiveness needs regular assessment
8. Parent Company Guarantee: Include when financial security is required
1. Service Description: Detailed specification of BPO services
2. Service Levels: Detailed SLAs, KPIs, and measurement methodology
3. Charges: Detailed pricing structure and calculation methodology
4. Customer Dependencies: Detailed customer responsibilities and requirements
5. Data Processing Agreement: GDPR-compliant data processing terms
6. Employee Transfer Provisions: Detailed TUPE/transfer arrangements
7. Transition Plan: Implementation and service transition timeline
8. Business Continuity Plan: Disaster recovery and continuity procedures
9. Security Requirements: Detailed security protocols and standards
10. Governance and Reporting: Management structure and reporting requirements
11. Exit Plan: Service termination and handover procedures
Authors
Financial Services
Information Technology
Manufacturing
Healthcare
Retail
Telecommunications
Professional Services
Insurance
Banking
Logistics
E-commerce
Energy
Pharmaceuticals
Legal
Procurement
Operations
Finance
Human Resources
Information Technology
Risk and Compliance
Data Protection
Project Management
Commercial
Business Development
Strategy
Chief Executive Officer
Chief Operating Officer
Chief Financial Officer
General Counsel
Head of Procurement
Operations Director
Commercial Director
Legal Counsel
Procurement Manager
Contract Manager
Business Process Manager
Operations Manager
Risk Manager
Compliance Officer
Data Protection Officer
HR Director
IT Director
Project Manager
Service Delivery Manager
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