Outsourcing Service Level Agreement Template for England and Wales

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Key Requirements PROMPT example:

Outsourcing Service Level Agreement

"I need an Outsourcing Service Level Agreement for IT infrastructure services, including 24/7 support and disaster recovery, with service credits for performance failures, to commence from March 2025."

Document background
This Outsourcing Service Level Agreement is designed for use when organizations wish to establish clear, measurable standards for outsourced services under English and Welsh law. It provides a comprehensive framework for managing service delivery, setting performance expectations, and ensuring accountability. The agreement addresses key aspects including service definitions, performance metrics, reporting requirements, remedial actions, and governance structures. It incorporates relevant regulatory requirements and industry best practices, making it suitable for various sectors while ensuring compliance with UK legislation. This document is particularly valuable for organizations seeking to formalize their outsourcing arrangements with detailed service level commitments and performance management mechanisms.
Suggested Sections

1. Parties: Identifies and defines the contracting parties (service provider and customer)

2. Background: Context and purpose of the agreement, including brief description of services being outsourced

3. Definitions: Defines key terms used throughout the agreement including Service Levels, KPIs, etc.

4. Services: Detailed description of services to be provided, including scope and exclusions

5. Service Levels: Specific performance metrics, standards and quality requirements

6. Performance Monitoring: Methods for measuring, monitoring and reporting service level performance

7. Charges and Payment: Pricing structure, payment terms, invoicing procedures and service credits

8. Term and Termination: Contract duration, renewal terms, and termination rights

9. Governance: Management structure, reporting lines, and decision-making processes

10. Data Protection and Security: Obligations regarding data protection, confidentiality and information security

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

12. Liability and Indemnities: Limitations of liability, indemnification obligations and insurance requirements

Optional Sections

1. TUPE Provisions: Required when service provision involves transfer of employees from customer to provider or vice versa

2. Business Continuity: Disaster recovery and business continuity requirements for critical services

3. Change Control: Procedures for managing changes to services, specifications or service levels

4. Regulatory Compliance: Specific obligations regarding industry regulations and compliance requirements

5. Environmental Requirements: Environmental standards and sustainability requirements for service delivery

Suggested Schedules

1. Schedule 1 - Service Description: Detailed technical and operational specification of services

2. Schedule 2 - Service Levels and KPIs: Detailed performance metrics, measurement criteria and reporting requirements

3. Schedule 3 - Pricing Schedule: Detailed pricing structure, calculations and service credit mechanism

4. Schedule 4 - RACI Matrix: Responsibility assignment matrix defining roles and responsibilities

5. Schedule 5 - Data Processing Agreement: Specific terms for personal data processing under UK GDPR

6. Schedule 6 - Exit Plan: Procedures for service transition at contract end or termination

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

8. Schedule 8 - Change Control Procedure: Detailed process for requesting, approving and implementing changes

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

Clauses
Relevant Industries
Relevant Teams
Relevant Roles
Industries

UK GDPR and Data Protection Act 2018: Core data protection legislation governing the processing of personal data, setting out obligations for data controllers and processors, data subject rights, and compliance requirements

TUPE Regulations 2006: Protects employees' rights when the business or service they work for transfers to a new employer, crucial for outsourcing arrangements involving staff transfers

Contracts (Rights of Third Parties) Act 1999: Governs how third parties may enforce terms of a contract, relevant for complex outsourcing arrangements involving multiple parties

Unfair Contract Terms Act 1977: Regulates clauses that exclude or limit liability in contracts, ensuring fairness in commercial agreements

Financial Services and Markets Act 2000: Regulatory framework for financial services outsourcing, including requirements for regulated entities when outsourcing functions

Network and Information Systems Regulations 2018: Cybersecurity requirements for essential services and digital service providers, relevant for IT outsourcing

Competition Act 1998: Ensures outsourcing arrangements don't create anti-competitive market conditions or abuse dominant market positions

Copyright, Designs and Patents Act 1988: Protects intellectual property rights in outsourcing relationships, particularly important for software and creative services

Health and Safety at Work Act 1974: Sets out health and safety obligations when services are performed on-site or involve physical presence

Privacy and Electronic Communications Regulations: Specific rules for electronic communications, relevant for digital services and telecommunications outsourcing

Employment Rights Act 1996: Fundamental employment rights that must be respected in any outsourcing arrangement affecting employees

Equality Act 2010: Ensures non-discrimination and equal treatment in service provision and employment aspects of outsourcing

Consumer Rights Act 2015: Relevant if the outsourcing arrangement has any consumer-facing elements or B2C components

Environmental Protection Act 1990: Environmental obligations that may apply to outsourced services with environmental impacts

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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