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Outsourcing Contract Agreement Template for Malaysia

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Key Requirements PROMPT example:

Outsourcing Contract Agreement

"I need an Outsourcing Contract Agreement for my IT services company based in Kuala Lumpur to provide cloud computing and cybersecurity services to a financial institution, with particular emphasis on data protection and regulatory compliance requirements starting March 2025."

Document background
The Outsourcing Contract Agreement is essential for organizations in Malaysia looking to externalize certain business functions or services to specialized providers. This document is crucial when establishing long-term business relationships involving the delegation of services, processes, or operations to external parties. It encompasses key elements required under Malaysian law, including service level agreements, data protection compliance, intellectual property rights, and employment considerations. The agreement should be tailored to comply with Malaysian regulatory requirements while addressing specific industry needs and protecting both parties' interests. This contract type is particularly relevant in today's business environment where companies increasingly rely on external expertise and resources to optimize operations and reduce costs.
Suggested Sections

1. Parties: Identifies and provides full details of the contracting parties (service provider and client)

2. Background: Describes the context of the agreement, including the client's business needs and provider's expertise

3. Definitions: Defines key terms used throughout the agreement for clarity and legal certainty

4. Scope of Services: Detailed description of the services to be provided and service boundaries

5. Term and Renewal: Duration of the agreement and conditions for renewal or extension

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

7. Client Obligations: Responsibilities and commitments of the client, including provision of necessary information and access

8. Service Levels: Performance standards, metrics, and measurement methods

9. Fees and Payment Terms: Pricing structure, payment schedule, and related financial terms

10. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP

11. Confidentiality: Protection and handling of confidential information and trade secrets

12. Data Protection and Security: Compliance with PDPA 2010 and data security requirements

13. Liability and Indemnification: Limitation of liability and indemnification obligations

14. Termination: Grounds for termination and termination procedures

15. Exit Management: Process for service transition upon contract termination

16. Governing Law and Jurisdiction: Specifies Malaysian law as governing law and jurisdiction for disputes

17. General Provisions: Standard boilerplate clauses including notices, assignment, and amendment procedures

Optional Sections

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

2. Business Continuity and Disaster Recovery: Required for critical services or when handling sensitive data

3. Change Control: Include when services are likely to require significant modifications during the contract term

4. Audit Rights: Important for regulated industries or when handling sensitive data

5. Insurance Requirements: Include when services involve significant risks or physical assets

6. Anti-Bribery and Corruption: Required for high-value contracts or when dealing with government entities

7. Environmental Compliance: Include when services have environmental impacts

8. Subcontracting: Necessary when provider may need to engage subcontractors

9. Force Majeure: Important for long-term contracts or services vulnerable to external disruptions

Suggested Schedules

1. Schedule 1 - Service Description: Detailed technical specifications and scope of services

2. Schedule 2 - Service Levels and KPIs: Detailed performance metrics, measurement methods, and penalties

3. Schedule 3 - Pricing and Payment Schedule: Detailed fee structure, rates, and payment terms

4. Schedule 4 - Implementation Plan: Timeline and milestones for service implementation

5. Schedule 5 - Governance and Reporting: Management structure, meeting schedules, and reporting requirements

6. Schedule 6 - Security Requirements: Detailed security protocols and compliance requirements

7. Schedule 7 - Exit Plan: Detailed transition requirements and procedures

8. Appendix A - Contact Details: Key contacts and escalation matrix

9. Appendix B - Required Insurance Coverage: Specific insurance types and coverage amounts

10. Appendix C - Approved Subcontractors: List of pre-approved subcontractors if applicable

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



































Clauses






























Relevant Industries

Information Technology

Manufacturing

Financial Services

Healthcare

Telecommunications

Professional Services

Retail

Logistics

Education

Energy

Real Estate

Construction

Relevant Teams

Legal

Procurement

Operations

Information Technology

Finance

Risk Management

Compliance

Human Resources

Project Management

Vendor Management

Business Development

Strategy

Relevant Roles

Chief Executive Officer

Chief Operating Officer

Chief Financial Officer

Chief Technology Officer

Procurement Manager

Legal Counsel

Operations Director

IT Director

Vendor Management Officer

Risk Management Officer

Compliance Officer

Project Manager

Contract Manager

Business Development Manager

Finance Director

Human Resources Director

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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