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1. Parties: Identifies the client company and the outsourcing service provider
2. Background: Sets out the context of the agreement and the parties' intentions
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Details the employee outsourcing services to be provided
5. Service Provider Obligations: Specifies the responsibilities of the service provider including recruitment, management, and compliance
6. Client Obligations: Outlines the client's responsibilities including workspace, equipment, and cooperation
7. Employee Management: Details day-to-day management, supervision, and reporting structures
8. Fees and Payment Terms: Specifies service fees, payment schedule, and related financial terms
9. Employment Law Compliance: Ensures compliance with Irish employment laws and regulations
10. Data Protection: Addresses GDPR compliance and data processing requirements
11. Confidentiality: Protects confidential information of all parties
12. Liability and Indemnification: Allocates risks and responsibilities between parties
13. Term and Termination: Sets out contract duration and termination provisions
14. General Provisions: Includes standard boilerplate clauses like governing law, notices, and entire agreement
1. Transition Services: Optional section for arrangements regarding transition of services at start and end of contract
2. Insurance: Detailed insurance requirements if not covered in general obligations
3. Intellectual Property Rights: Required if employees will be creating IP or using client's IP
4. Non-Solicitation: Restrictions on hiring each other's employees, if desired
5. Performance Metrics: Include if specific KPIs or service levels are required
6. Business Continuity: Required for critical service arrangements
7. Change Control: Include for long-term or complex arrangements requiring formal change processes
1. Schedule 1 - Service Description: Detailed description of outsourcing services and requirements
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, charges, and payment terms
3. Schedule 3 - Required Personnel: Specifications for number, qualifications, and experience of personnel
4. Schedule 4 - Service Levels: Performance metrics and service level requirements if applicable
5. Schedule 5 - Data Processing Agreement: Detailed GDPR-compliant data processing terms
6. Schedule 6 - Policies and Procedures: Relevant workplace policies and procedures
7. Appendix A - Form of Assignment: Template for assigning employees to specific projects or roles
8. Appendix B - Required Reports: Templates and specifications for required reporting
Applicable Laws
Assignment
Business Day
Client
Client Group
Client Policies
Commencement Date
Confidential Information
Contract Period
Data Protection Laws
Effective Date
Employee
Employment Laws
Fees
Force Majeure Event
Good Industry Practice
Intellectual Property Rights
Key Personnel
Material Breach
Outsourced Services
Personal Data
Personnel
Project
Required Personnel
Service Levels
Service Provider
Services
Specified Purpose
Staff Costs
Subsidiary
Term
Termination Date
Territory
Working Hours
Works Council
GDPR
Agency Workers
Notice Period
Service Credits
Employment Rights
Workplace
Data Controller
Data Processor
Protected Data
Replacement Provider
Service Commencement Date
Staff Transfer
Transition Period
WRC
Appointment
Term
Services
Service Provider Obligations
Client Obligations
Personnel
Employment Compliance
Service Levels
Fees and Payment
Data Protection
Confidentiality
Intellectual Property
Non-Solicitation
Liability and Indemnification
Insurance
Force Majeure
Termination
Exit Management
Staff Transfer
Health and Safety
Anti-Corruption
Change Control
Dispute Resolution
Notices
Assignment and Subcontracting
Entire Agreement
Variation
Waiver
Severability
Third Party Rights
Governing Law
Jurisdiction
Technology
Manufacturing
Financial Services
Professional Services
Healthcare
Retail
Construction
Telecommunications
Business Process Outsourcing
Logistics and Transportation
Education
Hospitality
Human Resources
Legal
Procurement
Operations
Finance
Compliance
Risk Management
Contract Administration
Business Development
Project Management
Human Resources Director
Legal Counsel
Procurement Manager
Operations Director
Finance Director
Compliance Officer
HR Manager
Contracts Manager
Business Unit Head
Project Manager
Risk Manager
Chief Financial Officer
Chief Operating Officer
General Counsel
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