Professional Services Agreement Template for Malaysia

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Key Requirements PROMPT example:

Professional Services Agreement

"I need a Professional Services Agreement for my IT consulting firm based in Kuala Lumpur to provide cybersecurity services to a government-linked company, with specific provisions for data protection and security clearance requirements."

Document background
This Professional Services Agreement is designed for use in the Malaysian market when engaging professional service providers for various business needs. It serves as a comprehensive legal framework that governs the relationship between service providers and their clients, incorporating essential elements required under Malaysian law including the Contracts Act 1950, Employment Act 1955, and relevant sector-specific regulations. The document is particularly useful for businesses seeking to formalize professional service arrangements while ensuring proper protection of intellectual property, confidentiality, and commercial interests. It includes detailed provisions for service delivery, payment terms, performance standards, and dispute resolution mechanisms, all tailored to comply with Malaysian legal requirements and business practices.
Suggested Sections

1. Parties: Identification of the service provider and client, including registration details and addresses

2. Background: Context of the agreement and brief description of the parties' intentions

3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation

4. Scope of Services: Detailed description of the professional services to be provided

5. Term and Timeline: Duration of the agreement and key milestone dates

6. Fees and Payment Terms: Service fees, payment schedule, expenses, and invoicing requirements

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

8. Client Obligations: Responsibilities of the client, including provision of information and access

9. Intellectual Property Rights: Ownership and rights related to work products and pre-existing IP

10. Confidentiality: Protection of confidential information and trade secrets

11. Data Protection: Compliance with PDPA 2010 and data handling requirements

12. Limitation of Liability: Caps on liability and exclusions of certain types of damages

13. Termination: Grounds for termination and consequences of termination

14. Force Majeure: Provisions for unforeseen circumstances preventing performance

15. Governing Law and Dispute Resolution: Choice of Malaysian law and dispute resolution mechanisms

16. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments

Optional Sections

1. Non-Competition: Restrictions on competitive activities - include when protecting market position is crucial

2. Non-Solicitation: Restrictions on soliciting employees or clients - use when protecting relationships is important

3. Insurance: Insurance requirements - include for high-risk services or when required by industry standards

4. Anti-Corruption Compliance: Detailed anti-corruption provisions - include for high-value contracts or government-related work

5. Service Levels: Specific performance metrics - include when service quality can be quantitatively measured

6. Change Control: Process for managing changes to services - include for complex or long-term engagements

7. Business Continuity: Disaster recovery and business continuity requirements - include for critical services

8. Third-Party Rights: Rights of third parties under the agreement - include when third parties may be affected

9. Export Control: Export control compliance - include for international services or technology transfer

Suggested Schedules

1. Schedule 1 - Service Description: Detailed specification of services, deliverables, and technical requirements

2. Schedule 2 - Fees and Payment Schedule: Detailed breakdown of fees, rates, and payment milestones

3. Schedule 3 - Service Levels: Performance metrics, measurement methods, and remedies for non-performance

4. Schedule 4 - Key Personnel: List of key personnel assigned to provide the services

5. Schedule 5 - Client Materials: Materials and information to be provided by the client

6. Schedule 6 - Form of Change Order: Template for documenting changes to services or commercial terms

7. Appendix A - Data Processing Agreement: Detailed terms for personal data processing if required under PDPA

8. Appendix B - Security Requirements: Information security requirements and protocols

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 Industries

Consulting

Information Technology

Financial Services

Legal Services

Engineering

Architecture

Healthcare

Education

Management Consulting

Accounting

Marketing and Advertising

Research and Development

Environmental Services

Human Resources

Relevant Teams

Legal

Procurement

Finance

Operations

Human Resources

Compliance

Risk Management

Commercial

Business Development

Project Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Procurement Manager

Contract Manager

Project Manager

Business Development Manager

Operations Director

Human Resources Director

Finance Manager

Compliance Officer

Risk Manager

Department Head

Managing Director

Commercial 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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