Outsourcing Agreement Between Two Companies for Malta

Outsourcing Agreement Between Two Companies Template for Malta

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Outsourcing Agreement Between Two Companies

"I need an Outsourcing Agreement Between Two Companies for an IT services provider based in Malta providing cloud hosting and maintenance services to a financial services company, with specific focus on data protection and security requirements, to be effective from March 1, 2025."

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What is a Outsourcing Agreement Between Two Companies?

This Outsourcing Agreement Between Two Companies is designed for use when one company (the service provider) agrees to perform specific business functions or services for another company (the customer) under Maltese law. The agreement is particularly relevant in today's business environment where companies increasingly focus on core competencies while outsourcing other functions to specialized providers. It includes comprehensive provisions for service delivery, performance metrics, data protection (crucial under EU GDPR), risk allocation, and exit arrangements. The document is structured to comply with Maltese commercial law requirements and EU regulations, making it suitable for both domestic and international business relationships where Maltese law governs. It addresses key concerns such as service level commitments, intellectual property rights, confidentiality, and dispute resolution mechanisms specific to the Maltese legal framework.

What sections should be included in a Outsourcing Agreement Between Two Companies?

1. Parties: Identification of the service provider and customer, including registered addresses and company registration numbers

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 the services to be provided, including service levels and deliverables

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

6. Payment Terms: Fees, payment schedule, invoicing procedures, and related financial terms

7. Service Provider Obligations: Key responsibilities and commitments of the service provider

8. Customer Obligations: Key responsibilities and commitments of the customer

9. Data Protection and Security: GDPR compliance measures and data security requirements

10. Confidentiality: Protection of confidential information and trade secrets

11. Intellectual Property Rights: Ownership and usage rights of IP created or used during service provision

12. Liability and Indemnification: Limitation of liability, indemnification obligations, and insurance requirements

13. Force Majeure: Provisions for handling events beyond reasonable control

14. Governing Law and Jurisdiction: Specification of Maltese law as governing law and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement

What sections are optional to include in a Outsourcing Agreement Between Two Companies?

1. Personnel and Key Staff: Required when specific personnel are critical to service delivery or when staff transfer is involved

2. Change Control: Needed for complex services where scope changes are likely to be required

3. Business Continuity and Disaster Recovery: Important for critical services or when required by regulatory obligations

4. Step-in Rights: Include when services are business-critical and customer may need to take over

5. Anti-Bribery and Corruption: Required when dealing with public sector or regulated industries

6. Environmental and Social Responsibility: Include when aligned with corporate policies or industry requirements

7. Subcontracting: Needed when service provider may use subcontractors

8. Export Control: Required when services involve cross-border data or technology transfer

What schedules should be included in a Outsourcing Agreement Between Two Companies?

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

2. Schedule 2 - Service Levels: Performance metrics, measurement methods, and remedies for failure

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

4. Schedule 4 - Data Processing Agreement: GDPR-compliant data processing terms and security requirements

5. Schedule 5 - Business Continuity Plan: Disaster recovery and business continuity procedures

6. Schedule 6 - Exit Plan: Transition assistance and knowledge transfer requirements

7. Schedule 7 - Key Personnel: List of key staff and their roles

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

9. Appendix B - Security Policies: Detailed 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

Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Financial Services

Gaming and iGaming

Professional Services

Business Process Outsourcing

Healthcare

Manufacturing

Telecommunications

Maritime Services

Aviation Services

Relevant Teams

Legal

Procurement

Operations

Finance

Compliance

Risk Management

Information Technology

Vendor Management

Project Management

Commercial

Data Protection

Relevant Roles

Chief Executive Officer

Chief Operating Officer

Chief Financial Officer

General Counsel

Head of Procurement

Commercial Director

Operations Manager

Procurement Manager

Contract Manager

Legal Counsel

Compliance Officer

Risk Manager

Project Manager

Vendor Manager

Service Delivery Manager

Chief Information Officer

Chief Technology Officer

Data Protection Officer

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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