Outsourcing Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Outsourcing Agreement

"I need an Outsourcing Agreement for a Hong Kong technology company outsourcing our IT infrastructure management to a third-party provider, with strict data security requirements and service level agreements, planned to commence in March 2025."

Document background
This Outsourcing Agreement template is designed for use in Hong Kong business operations where an organization wishes to engage an external service provider to perform specific functions or services. It is particularly relevant in today's business environment where companies increasingly focus on core competencies while outsourcing non-core functions. The agreement comprehensively addresses key areas required under Hong Kong law, including data privacy compliance, intellectual property protection, and regulatory requirements (especially important for regulated industries like financial services). It provides a robust framework for managing the outsourcing relationship, setting performance standards, and ensuring proper risk allocation between parties. The document is structured to comply with Hong Kong regulatory guidelines, including those issued by the Hong Kong Monetary Authority for regulated entities, and incorporates necessary protections under Hong Kong's Personal Data (Privacy) Ordinance.
Suggested Sections

1. Parties: Identification of contracting parties including registered addresses and company numbers

2. Background: Context of the agreement and brief description of the parties' business relationship

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Scope of Services: Detailed description of services to be provided, including service levels and deliverables

5. Term and Termination: Duration of agreement, renewal provisions, and termination rights

6. Service Provider's Obligations: Key responsibilities, warranties, and commitments of the service provider

7. Customer's Obligations: Responsibilities and commitments of the customer, including cooperation and access requirements

8. Charges and Payment: Pricing, payment terms, invoicing procedures, and related financial provisions

9. Service Levels and Performance: Performance standards, KPIs, monitoring, and reporting requirements

10. Governance and Change Control: Management structure, reporting lines, and process for managing changes

11. Data Protection and Security: Compliance with PDPO and security requirements for data handling

12. Confidentiality: Protection of confidential information and trade secrets

13. Intellectual Property Rights: Ownership and licensing of IP, including pre-existing and newly created IP

14. Liability and Indemnities: Limitation of liability, indemnification obligations, and insurance requirements

15. Force Majeure: Provisions for handling events beyond parties' reasonable control

16. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law

Optional Sections

1. Regulatory Compliance: Specific compliance requirements for regulated industries (e.g., financial services)

2. Staff Transfer: Provisions for transfer of employees if required under the outsourcing arrangement

3. Business Continuity: Detailed disaster recovery and business continuity requirements

4. Exit Management: Detailed provisions for transition of services back to customer or to another provider

5. Anti-Bribery and Corruption: Specific provisions for compliance with anti-corruption laws

6. Environmental and Social Responsibility: Sustainability and corporate social responsibility requirements

7. Subcontracting: Rules and procedures for engaging subcontractors

8. Innovation and Continuous Improvement: Requirements for service enhancement and technological updates

Suggested Schedules

1. Schedule 1 - Services Description: Detailed technical and operational specifications of services

2. Schedule 2 - Service Levels: Detailed SLAs, KPIs, and measurement methodologies

3. Schedule 3 - Charges: Detailed pricing structure, rate cards, and payment mechanisms

4. Schedule 4 - Customer Dependencies: Detailed list of customer-provided resources and responsibilities

5. Schedule 5 - Governance: Detailed governance procedures, escalation matrix, and reporting requirements

6. Schedule 6 - Security Requirements: Detailed security policies, procedures, and compliance requirements

7. Schedule 7 - Business Continuity Plan: Detailed disaster recovery and business continuity procedures

8. Schedule 8 - Data Processing Agreement: Detailed data protection and privacy requirements

9. Schedule 9 - Exit Plan: Detailed procedures for service transition upon termination

10. Appendix A - Key Personnel: List of key personnel from both parties and their roles

11. Appendix B - Approved Subcontractors: List of pre-approved subcontractors if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Technology

Manufacturing

Professional Services

Healthcare

Retail

Telecommunications

Business Process Outsourcing

Information Technology

Banking

Insurance

Real Estate

Logistics

E-commerce

Relevant Teams

Legal

Procurement

Operations

Information Technology

Compliance

Risk Management

Finance

Vendor Management

Information Security

Data Protection

Commercial

Strategy

Relevant Roles

Chief Operating Officer

Head of Legal

General Counsel

Procurement Manager

Operations Director

Chief Technology Officer

Data Protection Officer

Compliance Officer

Commercial Director

Vendor Management Lead

Risk Manager

Chief Financial Officer

Head of Operations

IT Director

Contract Manager

Service Delivery Manager

Chief Information Security Officer

Head of Procurement

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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