The Master Service Level Agreement (MSLA) serves as the primary contractual framework for managing ongoing service relationships in the Indonesian business context. This document is essential when establishing long-term service arrangements that require detailed performance metrics, clear accountability, and structured governance processes. It is particularly relevant for complex service relationships where service quality and performance measurement are crucial. The MSLA must comply with Indonesian legal requirements, including the Civil Code, Electronic Information and Transactions Law, and Consumer Protection Law, while incorporating international best practices in service management. The agreement typically supports various service types, from IT and business process outsourcing to professional services, and includes comprehensive provisions for service delivery, performance monitoring, and dispute resolution.
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1. Parties: Identification of the service provider and customer, including their legal status and registered addresses
2. Background: Context of the agreement and the business relationship between the parties
3. Definitions: Comprehensive list of defined terms used throughout the agreement
4. Scope of Services: Overview of services covered under the agreement and general service delivery principles
5. Service Levels: Detailed service level requirements, performance metrics, and measurement methodologies
6. Performance Monitoring: Procedures for monitoring and reporting service performance
7. Service Credits and Penalties: Compensation mechanism for service level failures and performance shortfalls
8. Governance: Management structure, escalation procedures, and regular review processes
9. Charges and Payment: Pricing structure, payment terms, and invoicing procedures
10. Data Protection and Security: Obligations regarding data security, privacy, and compliance with Indonesian data protection laws
11. Intellectual Property Rights: Ownership and usage rights of IP related to the services
12. Confidentiality: Protection of confidential information and trade secrets
13. Term and Termination: Duration of agreement, renewal terms, and termination rights
14. Force Majeure: Provisions for handling events beyond parties' reasonable control
15. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law
16. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Transition Services: Include when services require complex implementation or migration phases
2. Disaster Recovery: Add for critical services requiring business continuity planning
3. Regulatory Compliance: Include for regulated industries or services subject to specific regulatory requirements
4. Personnel and Key Staff: Add when specific personnel or qualifications are crucial to service delivery
5. Third-Party Contractors: Include when subcontractors or third-party service providers are involved
6. Insurance Requirements: Add when specific insurance coverage is necessary for service delivery
7. Environmental Compliance: Include for services with environmental impact or sustainability requirements
8. Export Control: Add when services involve cross-border data or technology transfer
1. Service Descriptions: Detailed specifications of each service included in the agreement
2. Service Level Specifications: Technical details of service levels, including calculation methods and reporting requirements
3. Pricing and Commercial Terms: Detailed pricing structure, rates, and commercial terms
4. Operational Procedures: Day-to-day operational procedures and processes
5. Technical Requirements: Technical specifications and requirements for service delivery
6. Security Requirements: Detailed security protocols and requirements
7. Governance Procedures: Detailed procedures for service management and governance
8. Contact Details and Escalation Matrix: Key contacts and escalation procedures for both parties
9. Form of Reports: Templates and formats for regular service reporting
10. Change Control Procedure: Detailed process for managing changes to services or agreement terms
Authors
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Telecommunications
Business Process Outsourcing
Professional Services
Financial Services
Manufacturing
Healthcare
Energy
Logistics and Supply Chain
Cloud Services
Facilities Management
Consulting Services
Relevant Teams
Legal
Procurement
Operations
Information Technology
Compliance
Risk Management
Vendor Management
Commercial
Service Delivery
Contract Management
Business Operations
Relevant Roles
Chief Information Officer
Head of Legal
Procurement Manager
Contract Manager
Service Delivery Manager
Operations Director
Compliance Officer
Commercial Director
IT Director
Vendor Management Lead
Legal Counsel
Risk Manager
Business Unit Head
Chief Technology Officer
Chief Operating Officer
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