Outsourcing Services Contract
Outsourcing Services Contract
This Outsourcing Services Contract ("Contract") is made effective as of [Date], by and between:
[Your Company Name], a company duly organized and existing under the laws of [State/Country], with its principal place of business located at [Your Company Address] ("Client"), and
[Service Provider's Name], a company duly organized and existing under the laws of [State/Country], with its principal place of business located at [Address] ("Service Provider").
In consideration of the mutual promises and agreements contained herein, the parties agree as follows:
I. Scope of Services
1.1 Service Provider agrees to provide the following services ("Services") to Client:
(a) IT support and maintenance services including software installation, troubleshooting, and system upgrades.
(b) Helpdesk support for end-users including assistance with software applications and hardware issues.
(c) Network management services including monitoring, security updates, and data backups.
(d) Any additional services mutually agreed upon by both parties in writing.
1.2 Service Provider shall perform the Services diligently and professionally, using reasonable skill and care.
II. Term of Agreement
2.1 This Contract shall commence on [Start Date] and shall continue for an initial term of three (3) years unless terminated earlier by the provisions herein.
2.2 Either party may terminate this Contract upon 30 days prior written notice to the other party.
III. Compensation
3.1 Client agrees to pay Service Provider for the Services provided by the following terms:
(a) Monthly fee of [Amount] for the duration of the Contract term.
(b) Invoices shall be submitted by the Service Provider to the Client every month and shall be due and payable within 30 days of receipt.
3.2 Client shall reimburse Service Provider for any pre-approved expenses incurred in the provision of the Services.
IV. Responsibilities of Parties
4.1 Client Responsibilities
(a) Provide access to necessary systems, software, and hardware required for the provision of the Services.
(b) Designate a contact person for communication with the Service Provider.
(c) Promptly provide any information or assistance reasonably requested by the Service Provider.
4.2 Service Provider Responsibilities
(a) Provide the Services by industry standards and best practices.
(b) Assign qualified personnel to perform the Services.
(c) Maintain the confidentiality of the Client's information and data.
V. Confidentiality
5.1 Both parties agree to maintain the confidentiality of any confidential information disclosed during the term of this Contract.
5.2 Confidential information includes but is not limited to, proprietary business information, trade secrets, and customer data.
VI. Intellectual Property
6.1 Client shall retain all ownership rights to any intellectual property developed or created by Service Provider during the provision of the Services.
6.2 Service Provider grants Client a non-exclusive license to use any intellectual property developed or created during the provision of the Services.
VII. Termination
7.1 Either party may terminate this Contract immediately upon written notice to the other party in the event of a material breach of the terms of this Contract by the other party.
7.2 Upon termination, the Service Provider shall promptly return any Client property in its possession and cooperate with the Client to transition the Services to an alternative provider if necessary.
VIII. Governing Law
8.1 This Contract shall be governed by and construed by the laws of [State/Country].
8.2 Any disputes arising out of or in connection with this Contract shall be resolved exclusively through arbitration in [City/Region] by the rules of the [Arbitration].
IX. Entire Agreement
9.1 This Contract constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.
9.2 Any amendments to this Contract must be made in writing and signed by both parties.
IN WITNESS WHEREOF, the parties have executed this Contract as of the date first written above.
[Your Company Name]
By: [Your Name]
Client
[Date Signed]
[Service Provider's Name]
By: [Service Provider Representative]
Service Provider
[Date Signed]
