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 Information Technology Outsourcing Agreements - Checklist of Key Issues |
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In drafting an IT Outsourcing agreement you should consider the following:
- What assets are to be sold to the supplier?
- What third party contracts are to be assigned to the supplier?
- What client contracts are to be novated to the supplier?
- Is a lower level of service applicable to the transition period?
- What are the parties' migration obligations?
- What personnel are to transferred to the supplier, and on what terms?
- What is the duration of the initial term for the services?
- On what basis can this initial term be renewed?
- Have the system specifications been agreed in relation to the provision of the services?
- Have the service levels been agreed?
- Does the customer have a right to inspect its data and the system generally?
- Does the customer have a right of aduit to determine the supplier's compliance with security requirements, quality assurance and related matters?
- What reversion services are required at the conclusion of the contract?
- Who is to meet the cost of the reversion services?
- Has the price for the assets been agreed?
- Have the charges for the services been agreed?
- Are the charges for the services subject to a performance rebate in respect of sub-standard performance?
- Has the manner of payment been agreed?
- Is the supplier to provide a financial undertaking?
- Is the supplier required to take out any form of insurance?
- Is the liability of the supplier for damages capped or uncapped?
- Does the supplier have a right to sub-contract any part of its obligations?
- Are disputes to be submitted to arbitration?
- What is the governing law of this contract?
- What are the addresses for services of notices?
- How is the contract to be executed?
This checklist is an extract from Computer Contracts Principles and Precedents , by Hughes and Sharpe. To enquire about purchasing this looseleaf service, visit the LawBook Company.
[insert date of publication]
March, 2001
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