Managed Services Agreement

Managed Services Agreement Template for Ireland

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Key Requirements PROMPT example:

"I need a Managed Services Agreement for IT infrastructure services to be provided to our Dublin-based fintech company, with specific emphasis on GDPR compliance and include robust security requirements for handling financial data."

Document background

A Managed Services Agreement is essential when a business wants to outsource specific operational functions or services to a specialized service provider under Irish law. This agreement type is commonly used for IT services, business process outsourcing, facilities management, or other operational services where ongoing service delivery and performance measurement are crucial. The document establishes the legal and operational framework for the service relationship, including detailed service descriptions, performance standards, pricing mechanisms, and regulatory compliance requirements. It's particularly important in the Irish context to ensure compliance with EU regulations such as GDPR, local employment laws, and industry-specific requirements while providing clear governance structures for service delivery and management.

Suggested Sections

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

2. Background: Context of the agreement and high-level purpose of the managed services arrangement

3. Definitions and Interpretation: Defined terms, interpretation rules, and hierarchy of documents

4. Services: Overview of services, service provider obligations, and customer responsibilities

5. Service Levels: Performance standards, measurement, reporting, and service credits

6. Charges and Payment: Pricing, payment terms, invoicing, and late payment consequences

7. Data Protection: GDPR compliance, data processing obligations, and security requirements

8. Intellectual Property Rights: IP ownership, licenses, and usage rights

9. Confidentiality: Protection of confidential information and permitted disclosures

10. Liability and Insurance: Limitation of liability, indemnities, and required insurance coverage

11. Term and Termination: Contract duration, renewal, termination rights, and consequences

12. Exit and Migration: Obligations upon termination and transition assistance

13. Force Majeure: Events excusing performance and related procedures

14. General: Standard boilerplate provisions including notices, assignment, and governing law

Optional Sections

1. Personnel and Key Personnel: Used when specific individuals are critical to service delivery or when staff transfer/vetting requirements apply

2. Change Control: Include when formal change management procedures are needed for service or contract modifications

3. Audit Rights: Added when customer requires specific audit capabilities beyond standard reporting

4. Business Continuity: Required for critical services needing detailed disaster recovery provisions

5. Anti-Bribery and Modern Slavery: Include for compliance with specific regulatory requirements or customer policies

6. Security Requirements: Detailed security obligations when handling sensitive data or systems

7. Parent Company Guarantee: When financial backing from service provider's parent company is required

8. Benchmarking: Include when periodic market testing of services and prices is required

Suggested Schedules

1. Service Description: Detailed description of each service component and delivery requirements

2. Service Levels and Service Credits: Detailed SLA metrics, measurement methods, and service credit calculations

3. Charges: Detailed pricing, rate cards, and charging mechanisms

4. Customer Dependencies: Detailed customer obligations and requirements for service delivery

5. Data Processing Agreement: Detailed GDPR-compliant data processing terms and procedures

6. Security Policy: Detailed security requirements and procedures

7. Business Continuity Plan: Detailed disaster recovery and business continuity procedures

8. Exit Plan: Detailed exit management and migration procedures

9. Governance and Reporting: Service management procedures, meetings, and reporting requirements

10. Form of Parent Company Guarantee: Standard form guarantee document if required

11. Key Personnel: Details of key personnel and their roles if applicable

Authors

Alex Denne

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Information Technology

Business Process Outsourcing

Financial Services

Healthcare

Telecommunications

Manufacturing

Professional Services

Retail

Education

Government and Public Sector

Relevant Teams

Legal

Information Technology

Operations

Procurement

Finance

Risk and Compliance

Commercial

Vendor Management

Project Management

Service Delivery

Relevant Roles

Chief Information Officer

Chief Technology Officer

Head of Operations

Procurement Manager

Legal Counsel

Commercial Director

IT Director

Service Delivery Manager

Operations Manager

Contract Manager

Risk Manager

Compliance Officer

Chief Financial Officer

Project Manager

Vendor Management Officer

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Authors

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