Service Provider Agreement for Hong Kong

Service Provider Agreement Template for Hong Kong

A comprehensive legal agreement governed by Hong Kong law that establishes the terms and conditions under which a service provider will deliver specified services to a client. The document incorporates key provisions required under Hong Kong legislation, including data privacy requirements, service standards, and liability provisions. It addresses essential elements such as scope of services, payment terms, performance metrics, confidentiality obligations, and termination rights, while ensuring compliance with Hong Kong's common law principles and relevant ordinances.

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What is a Service Provider Agreement?

The Service Provider Agreement is a fundamental commercial contract used when engaging external service providers for various business functions. This document, governed by Hong Kong law, is essential for businesses operating in or from Hong Kong that need to formalize service arrangements with contractors, consultants, or service companies. It incorporates requirements from Hong Kong's legal framework, including the Supply of Services (Implied Terms) Ordinance and Personal Data (Privacy) Ordinance, while addressing key commercial terms such as service scope, payment conditions, and performance standards. The agreement is designed to protect both parties' interests while ensuring clarity in their business relationship and compliance with relevant regulations.

What sections should be included in a Service Provider Agreement?

1. Parties: Identification of the service provider and client, including full legal names and registered addresses

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 services to be provided and service standards

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

6. Fees and Payment: Payment terms, invoicing process, and payment timeline

7. Service Provider's Obligations: Key obligations and responsibilities of the service provider

8. Client's Obligations: Key obligations and responsibilities of the client

9. Confidentiality: Obligations regarding confidential information protection

10. Data Protection: Compliance with PDPO and data handling requirements

11. Liability and Indemnity: Limitation of liability and indemnification provisions

12. Force Majeure: Events excusing performance and related procedures

13. Insurance: Required insurance coverage and minimum limits

14. Notices: Process for formal communications between parties

15. General Provisions: Standard boilerplate clauses including governing law, entire agreement, and amendments

What sections are optional to include in a Service Provider Agreement?

1. Intellectual Property Rights: Required when services involve creation of IP or use of existing IP

2. Non-Competition: Added when restricting service provider from working with competitors

3. Service Levels: Include when specific performance metrics need to be measured

4. Compliance with Laws: Expanded section for regulated industries or specific regulatory requirements

5. Security Requirements: Added for services involving sensitive data or systems access

6. Change Control: Include for complex services where scope changes are likely

7. Business Continuity: Important for critical services requiring disaster recovery planning

8. Environmental, Social and Governance: Added when ESG compliance is important to the client

9. Anti-Bribery and Corruption: Include for high-risk jurisdictions or when required by client policy

10. Subcontracting: Include when service provider may need to subcontract services

What schedules should be included in a Service Provider Agreement?

1. Schedule 1 - Services Description: Detailed description of services, deliverables, and specifications

2. Schedule 2 - Fees and Payment Schedule: Detailed fee structure, rates, and payment milestones

3. Schedule 3 - Service Levels: Specific performance metrics, measurement methods, and remedies

4. Schedule 4 - Key Personnel: List of key staff assigned to provide the services

5. Schedule 5 - Data Processing Requirements: Detailed data handling procedures and requirements

6. Schedule 6 - Change Control Procedure: Process for requesting and implementing changes

7. Schedule 7 - Required Insurance: Specific insurance requirements and coverage limits

8. Appendix A - Form of Change Order: Template for documenting agreed changes to services

9. Appendix B - Security Policies: Client's security requirements and procedures

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

Jurisdiction

Hong Kong

Publisher

Genie AI

Document Type

Service Agreement

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Professional Services

Financial Services

Healthcare

Manufacturing

Real Estate

Education

Telecommunications

Consulting

Facilities Management

Marketing and Advertising

Research and Development

Engineering

Transportation and Logistics

Business Process Outsourcing

Relevant Teams

Legal

Procurement

Operations

Vendor Management

Compliance

Risk

Finance

Commercial

Business Development

Project Management

Supply Chain

Relevant Roles

General Counsel

Legal Counsel

Procurement Manager

Contract Manager

Vendor Management Officer

Chief Operating Officer

Operations Director

Project Manager

Compliance Officer

Risk Manager

Commercial Director

Business Development Manager

Finance Director

Chief Financial Officer

Company Secretary

Legal Operations Manager

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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