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Transition Services Agreement for Hong Kong

Transition Services Agreement Template for Hong Kong

A comprehensive legal agreement governed by Hong Kong law that establishes the terms and conditions under which one party (typically the seller) provides transitional services to another party (typically the buyer) following a corporate transaction such as a merger, acquisition, or business separation. The agreement details the specific services to be provided, service levels, costs, duration, and operational requirements while ensuring compliance with Hong Kong regulatory requirements, particularly regarding data privacy, employment, and service standards. It includes provisions for service management, performance monitoring, and eventual transition of services to permanent arrangements.

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What is a Transition Services Agreement?

The Transition Services Agreement (TSA) is a crucial document used in the context of corporate transactions and business separations under Hong Kong law. It is typically implemented when one party needs to temporarily provide services to another party to ensure business continuity following a transaction, such as a merger, acquisition, or divestiture. The agreement becomes necessary when the recipient party cannot immediately replicate certain business functions or services after the transaction closes. The TSA outlines detailed service specifications, performance standards, pricing mechanisms, and governance frameworks, while ensuring compliance with Hong Kong regulatory requirements, particularly the Personal Data (Privacy) Ordinance, Employment Ordinance, and various service-related regulations. The document typically includes comprehensive schedules detailing specific services, service levels, and pricing structures, with provisions for both parties to maintain business operations during the transition period until permanent arrangements are established.

What sections should be included in a Transition Services Agreement?

1. Parties: Identification of the service provider and recipient, including registered addresses and company details

2. Background: Context of the agreement, typically referencing the primary transaction necessitating the TSA

3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation

4. Services: Overview of services to be provided, referencing detailed service descriptions in schedules

5. Term and Termination: Duration of the agreement, extension options, and termination rights

6. Service Standards: Required quality levels, performance metrics, and service delivery standards

7. Charges and Payment: Fee structure, payment terms, and invoicing procedures

8. Governance and Service Management: Service management structure, reporting requirements, and escalation procedures

9. Personnel and Resources: Requirements for personnel providing services and necessary resources

10. Data Protection and Security: Obligations regarding data handling, security measures, and compliance requirements

11. Confidentiality: Protection of confidential information exchanged during service provision

12. Intellectual Property Rights: Ownership and licensing of IP used in service delivery

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

14. Force Majeure: Rights and obligations during events beyond reasonable control

15. General Provisions: Standard boilerplate clauses including notices, assignment, and governing law

What sections are optional to include in a Transition Services Agreement?

1. Regulatory Compliance: Include when services are subject to specific regulatory requirements

2. Business Continuity: Add when services are critical to business operations

3. Third Party Rights: Include when third parties may need to enforce rights under the agreement

4. Migration Services: Add when specific provisions for migration to permanent solutions are needed

5. Exit Management: Include for complex services requiring detailed exit planning

6. Insurance: Add when specific insurance requirements are necessary for service provision

7. Parent Company Guarantee: Include when additional financial security is required

8. Anti-Bribery and Corruption: Add for international services or when required by corporate policies

What schedules should be included in a Transition Services Agreement?

1. Service Descriptions: Detailed descriptions of each service to be provided

2. Service Levels: Specific performance metrics, KPIs, and measurement methods

3. Charges: Detailed pricing structure, rates, and calculation methodologies

4. Governance Procedures: Detailed procedures for service management and escalation

5. Key Personnel: List of key personnel and their roles in service delivery

6. Technical Requirements: Technical specifications and requirements for service delivery

7. Service Locations: Locations where services will be provided or received

8. Data Processing Agreement: Detailed terms for personal data processing if required

9. Form of Reports: Templates and formats for required service reports

10. Exit Plan: Detailed procedures for service transition at agreement end

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Hong Kong

Publisher

Ƶ

Document Type

Affidavit

Cost

Free to use
Relevant legal definitions













































Clauses





































Relevant Industries

Financial Services

Technology

Manufacturing

Healthcare

Retail

Energy

Telecommunications

Professional Services

Real Estate

Infrastructure

Consumer Goods

Media and Entertainment

Relevant Teams

Legal

Operations

Finance

Information Technology

Human Resources

Procurement

Risk and Compliance

Project Management

Service Delivery

Commercial

Business Integration

Strategy

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

General Counsel

Head of Legal

Commercial Director

Operations Director

IT Director

HR Director

Procurement Manager

Integration Manager

Transition Manager

Project Manager

Legal Counsel

Business Unit Head

Service Delivery Manager

Risk Manager

Compliance Officer

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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