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Outsourcing Agreement Between Two Companies
"I need an Outsourcing Agreement Between Two Companies for IT support services in Indonesia, where my tech company will provide 24/7 helpdesk and infrastructure management services to a manufacturing company, starting March 2025, with strict data protection and cybersecurity requirements."
1. Parties: Identification of the service provider and service recipient, including their legal status and registration details
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Services: Detailed description of outsourced services and delivery requirements
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Service Provider Obligations: Detailed responsibilities and commitments of the service provider
7. Service Recipient Obligations: Responsibilities and commitments of the service recipient
8. Fees and Payment Terms: Pricing structure, payment schedule, and related financial terms
9. Service Levels and Performance: Performance standards, KPIs, and measurement criteria
10. Personnel and Employment: Requirements regarding staffing, qualifications, and compliance with Indonesian labor laws
11. Confidentiality: Protection of confidential information and trade secrets
12. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision
13. Data Protection: Data handling, privacy requirements, and compliance measures
14. Liability and Indemnification: Allocation of risks and responsibilities between parties
15. Termination: Conditions and procedures for ending the agreement
16. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
17. General Provisions: Standard legal provisions including notices, amendments, and language requirements
1. Business Continuity and Disaster Recovery: Required for critical services or when handling sensitive data
2. Transition Services: Include when complex handover or exit procedures are needed
3. Insurance Requirements: Detailed insurance obligations for high-risk services
4. Anti-Corruption Compliance: Required when dealing with government contracts or high-risk sectors
5. Environmental Compliance: Include for services with environmental impact
6. Security Requirements: Required when handling sensitive information or accessing secure facilities
7. Change Control Procedures: Include for complex services requiring frequent modifications
8. Force Majeure: Detailed provisions for unforeseen circumstances, particularly relevant post-COVID
1. Schedule 1 - Service Specifications: Detailed technical specifications of services to be provided
2. Schedule 2 - Service Levels and KPIs: Detailed performance metrics and measurement methodology
3. Schedule 3 - Fee Schedule: Detailed pricing, payment terms, and cost calculations
4. Schedule 4 - Personnel Requirements: Specific staffing requirements, qualifications, and training needs
5. Schedule 5 - Approved Subcontractors: List of pre-approved subcontractors if applicable
6. Schedule 6 - Technical Requirements: IT systems, infrastructure, and technical specifications
7. Schedule 7 - Data Processing Agreement: Detailed data handling and privacy requirements
8. Schedule 8 - Transition Plan: Detailed implementation or handover procedures
9. Appendix A - Required Forms and Templates: Standard forms for reporting, requests, and communications
Authors
Information Technology
Manufacturing
Business Process Outsourcing
Financial Services
Healthcare
Telecommunications
Logistics and Supply Chain
Human Resources
Customer Service
Facilities Management
Research and Development
Engineering Services
Legal
Operations
Human Resources
Procurement
Finance
Compliance
Risk Management
Quality Assurance
Project Management
Business Development
Technical Operations
Information Security
Vendor Management
Chief Executive Officer
Chief Operating Officer
Legal Counsel
Procurement Manager
Operations Director
Human Resources Director
Compliance Officer
Contract Manager
Project Manager
Service Delivery Manager
Business Development Manager
Risk Manager
Finance Director
Technical Operations Manager
Quality Assurance Manager
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