IT Outsourcing Agreements are essential for organizations looking to delegate their IT functions to specialist providers while maintaining control over service quality and risk management. This contract type, governed by English and Welsh law, defines the relationship between the customer and service provider, establishing clear responsibilities, performance metrics, and compliance requirements. The agreement typically includes provisions for service delivery, data protection, intellectual property rights, employee transfers, and exit management, ensuring both parties' interests are protected throughout the outsourcing relationship.
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1. Parties: Identifies contracting parties and their registered details
2. Background: Context of the agreement and high-level business objectives
3. Definitions: Key terms used throughout the agreement
4. Services: Detailed description of IT services to be provided
5. Service Levels: Performance standards and measurement criteria
6. Charges and Payment: Pricing, payment terms, and invoicing arrangements
7. Data Protection: Obligations regarding personal data processing
8. Intellectual Property Rights: Ownership and licensing of IP
9. Confidentiality: Protection of confidential information
10. Term and Termination: Duration and termination provisions
1. TUPE: Required if employees will transfer between providers
2. Foreign Law Compliance: Additional obligations for cross-border services
3. Change Control: Process for managing changes to services
4. Business Continuity: Disaster recovery and business continuity requirements
1. Service Description: Detailed specification of services and deliverables
2. Service Levels: Detailed performance metrics and measurement methods
3. Charges: Detailed pricing structure and payment mechanisms
4. Data Processing Agreement: Detailed data protection obligations and procedures
5. Exit Plan: Procedures for service transition upon termination
6. Staff Transfer Provisions: TUPE-related information and obligations
7. Security Requirements: Detailed security standards and procedures
8. Business Continuity Plan: Detailed recovery procedures and responsibilities
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