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IT Managed Services Agreement Template for England and Wales

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Key Requirements PROMPT example:

IT Managed Services Agreement

"I need an IT Managed Services Agreement for my fintech startup to engage a service provider for cloud infrastructure management and cybersecurity services, with strict data protection provisions and service level agreements suitable for a regulated financial services environment."

Document background
The IT Managed Services Agreement is essential for organizations outsourcing their IT operations in England and Wales. This contract type defines the scope of managed services, establishing clear responsibilities, service levels, and compliance requirements. It's particularly crucial in today's digital landscape where businesses rely heavily on external IT expertise. The agreement addresses key aspects including data protection, security measures, service delivery standards, and risk allocation, while ensuring compliance with UK legislation including GDPR, NIS Regulations, and industry-specific requirements.
Suggested Sections

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

2. Background: Context of the agreement and high-level description of services to be provided

3. Definitions: Key terms used throughout the agreement

4. Services: Detailed description of IT services to be provided

5. Service Levels: Performance standards and metrics

6. Charges and Payment: Pricing, payment terms, and invoicing arrangements

7. Data Protection: Compliance with GDPR and data protection laws

8. Confidentiality: Protection of confidential information

9. Intellectual Property Rights: Ownership and licensing of IP

10. Liability and Insurance: Limitation of liability and insurance requirements

11. Term and Termination: Duration and termination provisions

Optional Sections

1. Change Control: Process for managing changes to services - recommended for complex or long-term agreements

2. TUPE: Employee transfer provisions - required when staff transfer is involved

3. Security Requirements: Specific security standards and compliance - recommended for handling sensitive data or regulated industries

4. Business Continuity: Disaster recovery and continuity plans - recommended for critical services

5. Exit Management: Transition arrangements at contract end - recommended for complex services or where service continuity is crucial

Suggested Schedules

1. Schedule 1 - Services Description: Detailed specification of services

2. Schedule 2 - Service Levels: Detailed SLAs and KPIs

3. Schedule 3 - Charges: Detailed pricing structure and rates

4. Schedule 4 - Change Control Procedure: Detailed change management process

5. Schedule 5 - Data Processing Agreement: GDPR-compliant data processing terms

6. Schedule 6 - Security Requirements: Detailed security protocols and standards

7. Schedule 7 - Exit Plan: Detailed transition arrangements

8. Schedule 8 - Personnel: Key personnel and qualifications

Authors

Alex Denne

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

Relevant legal definitions












































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Industries

UK GDPR and Data Protection Act 2018: Primary data protection legislation governing the processing, storage, and transfer of personal data in the UK

Privacy and Electronic Communications Regulations (PECR): Specific rules for electronic communications, cookies, and direct marketing

Consumer Rights Act 2015: Key legislation for B2C contracts governing consumer rights, unfair terms, and digital content

Unfair Contract Terms Act 1977: Controls unfair terms in contracts, particularly regarding limitation of liability and indemnities

Electronic Commerce (EC Directive) Regulations 2002: Governs electronic commerce and online service provision requirements

Network and Information Systems Regulations 2018: Legislation ensuring security of network and information systems for essential services

Computer Misuse Act 1990: Criminalizes unauthorized access to computer systems and related cybercrime

TUPE Regulations 2006: Protects employees' rights when business ownership or service provision changes

Copyright, Designs and Patents Act 1988: Governs intellectual property rights, particularly relevant for software and IT services

Contracts (Rights of Third Parties) Act 1999: Determines when third parties can enforce terms of a contract

Supply of Goods and Services Act 1982: Implies terms about quality and fitness for purpose in service contracts

Financial Services and Markets Act 2000: Regulatory framework for financial services, relevant if IT services involve financial sector

Bribery Act 2010: Anti-corruption legislation requiring adequate procedures to prevent bribery

Competition Act 1998: Prohibits anti-competitive agreements and abuse of dominant market position

ISO 27001: International standard for information security management systems

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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