This Outsourcing SLA template is designed for use in Indonesian jurisdiction when establishing formal outsourcing relationships between service providers and client companies. The document ensures compliance with Indonesian outsourcing regulations, particularly Law No. 13 of 2003 on Manpower and related ministerial regulations. It is suitable for various outsourcing arrangements, from business process outsourcing to technical services, and includes comprehensive service level metrics, performance standards, and worker protection provisions as required by Indonesian law. The agreement must be executed in Indonesian language (with permitted English translation) and includes specific provisions for worker welfare, service delivery standards, and operational requirements. This template is particularly valuable for organizations seeking to establish clear, legally compliant outsourcing relationships in Indonesia while maintaining measurable service standards and protecting both parties' interests.
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1. Parties: Identification of the service provider and service recipient, including their complete legal names, registration numbers, and addresses
2. Background: Context of the outsourcing arrangement, confirmation that the services fall within permitted outsourcing activities under Indonesian law, and brief overview of the parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement, including technical terms, service levels, and performance metrics
4. Scope of Services: Detailed description of the outsourced services, including specific activities, deliverables, and exclusions
5. Service Levels: Specific, measurable performance standards and service level requirements
6. Performance Monitoring: Methods and procedures for monitoring and reporting service level performance
7. Fees and Payment Terms: Pricing structure, payment schedule, invoicing requirements, and late payment consequences
8. Personnel Requirements: Qualifications, training requirements, and minimum standards for personnel performing the services
9. Compliance with Laws: Obligations to comply with Indonesian labor laws, outsourcing regulations, and other applicable requirements
10. Confidentiality: Protection of confidential information and trade secrets
11. Data Protection: Requirements for handling personal and business data in compliance with Indonesian data protection laws
12. Term and Termination: Duration of the agreement, renewal provisions, and grounds for termination
13. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
14. Governing Law and Dispute Resolution: Confirmation of Indonesian law as governing law and dispute resolution procedures
1. Business Continuity: Requirements for business continuity and disaster recovery planning, recommended for critical services
2. Transition Services: Procedures for transitioning services at the start and end of the agreement, useful for complex service arrangements
3. Intellectual Property Rights: Detailed IP provisions when the services involve creation or use of intellectual property
4. Security Requirements: Specific security protocols and requirements, essential for services involving sensitive data or systems
5. Change Management: Procedures for managing changes to services or service levels, recommended for long-term or complex arrangements
6. Subcontracting: Terms governing the use of subcontractors, if permitted
7. Insurance: Specific insurance requirements beyond standard coverage
8. Foreign Worker Requirements: Additional provisions when foreign workers are involved in service delivery
9. Export Control: Provisions dealing with export control regulations, needed for international service arrangements
1. Service Description Schedule: Detailed technical and operational specifications of the services
2. Service Level Agreement Schedule: Detailed metrics, measurement methods, and penalties for service level failures
3. Pricing Schedule: Detailed breakdown of fees, pricing mechanisms, and payment terms
4. Key Personnel Schedule: List of key personnel and their roles in service delivery
5. Approved Subcontractors Schedule: List of pre-approved subcontractors and their scope of work
6. Technical Requirements Schedule: Detailed technical specifications and requirements
7. Data Processing Requirements Schedule: Specific requirements for data handling and processing
8. Performance Report Template: Template for regular service performance reporting
9. Transition Plan: Detailed plan for service transition and implementation
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