This administrative and technology services outsourcing template has 11 pages and is a MS Word file type listed under our legal agreements documents.
Sample of our administrative and technology services outsourcing template:
OUTSOURCING AGREEMENT FOR ADMINISTRATIVE SERVICES AND TECHNOLOGY DEVELOPMENT This Outsourcing Agreement for Administrative Services and Technology Development (the Agreement"), is effective as of [DATE] (the "Effective Date"). BETWEEN: [YOUR COMPANY NAME] (the "Service Provider"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [CLIENT NAME] (the "Client"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] RECITALS WHEREAS, the Service Provider is in the business of development, supply and operation of products and services relating to [DESCRIBE]. WHEREAS, the Client is in the business [DESCRIBE] and possesses the Intellectual Property rights to develop, market, and otherwise exploit [PRODUCTS/SERVICES] listed below and further described in the SCHEDULE A (the "Products"): WHEREAS, the Client Website, [ADDRESS] (the "Client Website") is designed to sell the Products here above mentioned. WHEREAS, the Client desires to have access to and the use of certain assets of which Service Provider is the owner or licensee. WHEREAS, the Client also desires to engage Service Provider to perform certain technology services including Web hosting and source code development services. WHEREAS, in this Agreement, in exchange for services provided, Service Provider is transferred the right to use the Client Website as its own Website in its efforts to resell Client's Products. The Client may also provide custom versions of the Client Website to other Distributors for use in their own names ("Private Label"). WHEREAS, the Client is desirous of engaging the Service Provider and the Service Provider is willing to accept such engagement, to provide services hereunder describe to the Client in connection with the Product. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties hereto, intending, to be legally bound, agree as follows: MANAGEMENT AND TECHNOLOGY SERVICES Engagement The Client hereby engages Service Provider to provide the following services: FINANCIAL AND ACCOUNTING MATTERS. Service Provider shall maintain Client's general ledger, accounts receivable and accounts payable records, and fixed asset records and provide billing and collection services. Service Provider shall also provide, or cause to be provided, to Client payroll services, including assistance with regulatory compliance matters. INSURANCE MATTERS. Service Provider shall provide or cause to be provided to Client insurance with the coverage, insurers, and maximum deductibles as will be set forth later by the Client in a written notice. All such insurance policies shall add Client as an additional named insured and such insurers shall be required to provide Client with no less than [NUMBER] days prior written notice of any change or cancellation of any such insurance. In the event of any such potential change which may have a materially adverse affect on the Client, or in the event of potential cancellation, Client shall be entitled to secure replacement insurance at its own cost. IT SERVICES. Service Provider shall provide certain general information technology services and infrastructure including assistance with, installation, and maintenance of telephonic and computer equipment. Service Provider shall also provide Client with the use of Service Provider's existing and future telephone automatic call distribution networks and systems and email systems. Service Provider shall provide such technical support and maintenance as Client reasonably requests for Client and its clients and licensees for the [PRODUCT] (as defined in the License Agreement) and the Client Code. Client will not be charged for revisions or updates provided under the License Agreement. WEB HOSTING AND MAINTENANCE OF CLIENT WEBSITE. Service Provider will provide Web hosting and maintenance services for the Client Website. In consideration of hosting and maintaining the Client Website, Client transfers to the Service Provider the right to use the Client Website as its own Website in its efforts to resell the Client Products. WEB HOSTING OF PRIVATE LABEL SITES. Service Provider will provide Web hosting services for Client's Private Label Websites. For all Private Label Websites hosted, Client shall pay Service Provider [AMOUNT] per month per Private Label Website. COOPERATION IN TRANSFERRING WEBSITES. In the event Client moves its Client Website or any of its Private Label Websites to another host, Service Provider shall reasonably cooperate in the transfer of the Websites to the new host. CUSTOMER SUPPORT. Service Provider shall provide and perform such services related to technical assistance to Client's End-Users Customers and Distributors, customer training and any other tasks relating to servicing the Client's Customers and Distributors. SUPPLY CHAIN MANAGEMENT. Service Provider shall provide and perform such services related to the delivery of physical [PRODUCT] packages to other Client's Distributors or End-Users Customers; provided that the cost of these services to Client will equal Administrative Services compensation (as mention in 1.2 hereunder) plus other direct costs and expenses related to packaging and shipping. DEVELOPMENT SUPPORT. Service Provider shall perform such specific consulting projects and research projects for source code development, from time to time, as shall be requested by the Client and upon such terms as may be agreed upon between the Client and Service Provider; provided that the cost of these services to Client will equal Service Provider's salary and benefits costs for the employee-developers and other direct costs and expenses, plus [%]. It is understood between the parties that to the extent that Service Provider performs development services for the Client on or in connection with the Client Website or Client Code, Client shall own all rights in the results and proceeds of such services (other than pre-existing works or material licensed from third parties), unless the parties agree otherwise in writing. Nothing herein shall prevent the Client itself or through third parties from performing such development services from time to time. OTHER SERVICES PROVIDED by Service Provider. Service Provider shall provide and perform such other services, as shall be requested by the Client and agreed upon between the Client and Service Provider, from time to time, at such price and on such terms as agreed. Compensation For services described in subsections 1.1 (i), 1.1 (iii) and 1.1 (vii) of this Section 1 (the "Administrative Services"), Service Provider shall be compensated based on the following allocation of costs and expenses. Allocation of costs and expenses for Administrative Services shall be determined by headcount as follows: Service Provider shall determine the ratio of Service Provider employees working full-time on Administrative Services for Client to the number of Service Provider full-time employees on its payroll, plus [%] of this ratio. Such ratio shall be applied to Service Provider's total salary, benefits costs and other direct costs and expenses for its employees to determine the pass-through cost to Client. The same headcount ratio shall be applied to the cost of insurance provided under Section 1.1 (ii) to determine a pass-through cost to Client. Additional compensation is as otherwise described in the sections of this Agreement describing the services to be provided to Client. Upon request by Client, Service Provider shall provide Client with its budget and estimate of the costs anticipated to be incurred by Client in connection therewith for the calendar years
