Service Level Agreements

21-22 Jul, 2020, Renaissance Kuala Lumpur Hotel

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Mr. K.Pathmanathan, holds an LL.B (Hons) London, CLP – Malaysia, has been actively involved in the field of education, management and training.

 

He has more than twenty-five years of professional experience as a trainer and principal consultant in organizing and managing various organizations.

 

Industrial Experience

  • Trained and lectured for private companies and government entities. Participants made up of managers, HODs,CEOs, CFOs, corporate and government support staff and executives.
  • Conducted legal and management seminars for organizations which included providing consultation. Some of the common programs conducted are: Contract Management, Right & Liabilities of Vendors and Purchasers, Effective Debt Recovery, Sexual Harassment at the Workplace, Management & Leadership Skills, Negotiation Skills, Change Management, Problem Solving & Decision Making and other related areas.
  • He has taught in many government sponsored programs conducted by the FMM, such as the Entrepreneur Development Skills program for school leavers, new graduates, unemployed group and those changing jobs.

 

Benefits of Mr.Pathmanathan as a Trainer

  • He is able to combine the elements taught in a specific program both legal and management with real life requirements for those on the job.
  • Mr. Pathmanathan is a hands-on, bilingual trainer who graduated with LL.B (Hons) from the University of London in 1986 and the Certificate In Legal Practice (Mal) in 1987.
  • He has excellent classroom management skills and is able to bring out the extrovert in participants resulting in in- depth lasting results.
  • He is the pioneer trainer for Contract Management in Malaysia and has been conducting training on this subject for the past 15 years to mostly corporate clients.
  • His clients include the major multi-national companies in Malaysia such as Telekoms Malaysia, Petronas, Tenaga National, York, Proton, Risda and many more including the Oil & Gas industry.
  • He was responsible for training the entire staff of Telekoms Malaysia, in the Contract Management Department, for the whole of Malaysia over many sessions.
  • Mr Pathmanathan is extremely proficient in this subject matter and well sought after by the corporate sector.

 

Organizations he has trained for include the petrochemical industries, manufacturing sectors, banking, telecommunications, consumer products and services industries namely big corporate companies such as Petronas, PSMB, Tenaga Nasional, Jabatan Air, Telekom, TM Touch, Hitachi, Tioxide (M) Sdn. Bhd., Nippon Oil Exploration, Hewlett Packard, Penang Port, Penang Bridge Sdn Bhd, Measat Broadcasting Network Systems, Sony, Infineon Technologies, B Braun, STEC, Toray Group Malaysia, Wong Engineering, Silterra, Teknik Janakuasa, Bax Global, Transocean Malaysia, Harbour Board – Sarawak, Silitek Corporation, Mattel (M), United Sweethearts Garment, Yan Jin (M), BAX Global, Circle Freight, Kintetsu Air Services, Bayview Beach Resort, Cititel Penang, Evergreen Laurel Hotel, DIC Compounds, Sitt Tatt Co, Tim Electronics, Petronas Fertilizer (Kedah) and its subsidiaries, Fed Ex, GD Express, Advance Sound Products, Paramount Engineering, Motosikal & Enjin Nasional Berhad (Modenas), Suzuki, Yamaha and Sime Tyres International to name a few. Participation from the Government sectors include those from the Land Department, Risda, Felda, Lembaga Hasil Dalam Negeri, Tentera Laut Diraja Malaysia, Jabatan Kesihatan PP, Mara, Customs Department, Local Councils and other government agencies.

Venue Details

Renaissance Kuala Lumpur Hotel
Corner of Jalan Sultan Ismail and Jalan Ampang, Kuala Lumpur 50450,
Phone : 03 2162 2233
Fax : 03 2161 5555

Contact us

Juliany,
03 2283 6109
juliany@ipa.com.my

Phoebe,
03 2283 6100
phoebe@ipa.com.my 

FOR CUSTOMISED IN-HOUSE TRAINING
Jane,
03 2283 6101
Jane@ipa.com.my

ADDRESS 
A-28-5, 28th Floor, Menara UOA Bangsar, 
No.5, Jalan Bangsar Utama 1, 
59000 Kuala Lumpur
www.ipa.com.my

FOCUSING ON
  • Module 1 – Principles And Functions Of Service Level Agreements
  • Module 2 - Key Aspects That Should Be Covered In An SLA
  • Module 3 – Incentives, Fee, Expenses And Payment
  • Module 4 – Proprietary Rights Under The Service Level Agreement
  • Module 5 – Managing Contractual Risk In Service Level Agreements
  • Module 6 – Managing Contractual Liability Arising From Breach Under Service Level Agreement
  • Module 7 – Terms
  • Module 8 – Remedies Applicable To SLAs Dispute Management And Resolution Options
  • Module 9 - Boilerplates In Service Level Agreement Contracts
WHY CHOOSE THIS TRAINING COURSE?

This Service Level Agreement contract management training course highlights the importance of Service Level Agreements to meet the needs of companies that are dependent on long-term partnership arrangements with external suppliers of services in achieving strategic goals.

 

The contractual protection set forth in Services Agreement are of great consequence as they determine among other issues, what services [“Services”] and deliverables [“Deliverables”] a company is required to provide or entitled to receive, how much liability each party is exposed to, the legal remedies available to a party should the other party fail to perform its obligation and under what circumstances the Services Agreement may be terminated prior to completion of Services.

 

This course also provides contractual protection mechanisms for insertion in Service Level Agreements, the reasoning behind them and sample wording for easy drafting.

 

Further to enhance the course, each mechanism is summarized with a quick reference provided for both Service Provider and Buyer. Drafting and understanding the required clauses are made easier with an Embedded Contract Language Checklist.

 

This training course will feature:

  • The Benefits Of Using Service Level Agreements
  • How The Different Levels Of SLAs Operate
  • What Is Involved In Planning, Writing And Managing Service Level Agreements
  • How Payment Is Managed
  • How To Manage All Levels Of Risk In The Service Level Agreements
  • What Are The Proprietary Rights Under The SLA
  • What Amounts To Poor Performance
  • To Learn How To Manage Liabilities
  • Understanding The Terms Under The SLA
  • Sample Language For All Sections Of The SLA For Buyer And Service Provider.
METHODOLOGY

This course will utilise a variety of proven adult learning techniques to ensure maximum understanding, comprehension and retention of the information presented.

 

This includes high levels of participant discussion, group interaction, delegate group exercises and case studies.

 

Delegates will be encouraged to raise their own issues and problems faced within their industry or organisations for discussion on a confidential basis.

AFTER ATTENDING THIS COURSE YOU WILL RETURN TO YOUR JOB…
  1. Planning A Range Of Service Level Agreements, Construct & Control Contract Negotiations & Disputes
  2. Understanding The Need For Non-Disclosure Agreement In Services
  3. Knowing How To Strengthen Your Services And Deliverables Sections?
  4. Managing The Balance Between Both Parties In Scoping Of Services
  5. Learn To Use The Acceptance Mechanism To Manage Quality And Completion Of The Works
  6. Being Able To Differentiate The Different Types Of Payment Structure And Contracts
  7. Knowing How To Avoid Unexpected Fee And Expenses
  8. Knowing How To Avoid Fee Increase By Either Party
  9. Knowing How To Manage Work Product Especially When Work Product Is Owned By One Party
  10. Knowing How To Deal With Non Express Warranties For Both Parties And Avoid Unexpected Liability
  11. Understanding Indemnities And Those Relating To IP Of Either Party And That Of Third Parties
  12. Knowing What To Do When One Party Unable To Get Indemnity From Third Party IP Owner
  13. Terminating The Contract And Understanding The Different Aspects Of Termination Of Services.
  14. Articulating How Quality SLAs Should Be Included Within The Procurement Processes
  15. Negotiating Service Level Agreements With Internal And External Suppliers
  16. Documenting Appropriate Quality Outcomes From Service Contracts
WHO SHOULD ATTEND

This course will benefit all levels of personnel engaged in Purchasing And Procurement, Commercial and Contracts Management Departments, and Technical Operatives, Legal Counsels, Engineers providing performance under Service Level Agreements. It will enable them to contextualise their work, understand the contract and become aware of the different issues and risks associated with SLA contracting.

 

This course will greatly benefit:

  • Service Delivery professionals/Quality Assurance professionals, Contract Administrators, Contract Professionals and Project Coordinators
  • Specifiers, Buyers, Purchasing Professionals and Procurement Officers
  • IT Professionals, Engineers, Lawyers
  • Those involved in the planning, evaluation, preparation and management of tenders and awards for service contracts or internally-supplied corporate services
DAY 1
9:00

MODULE 1 – PRINCIPLES AND FUNCTIONS OF SERVICE LEVEL AGREEMENTS

 

UNDERSTANDING NON DISCLOSURE AGREEMENT

  • The Enforceability of a Confidential or Non-Disclosure Clauses in an SLA
  • Addressing the issue of confidentiality in the SLA and Non- Disclosure Agreements in SLAs
  • Defining the specific information that needs to be treated as confidential.
  • Remedies in the event of a breach of confidentiality
  • Sample language provided to assist in drafting.
10.45

MODULE 2 - KEY ASPECTS THAT SHOULD BE COVERED IN AN SLA

  • Overall understanding of what an SLA is and when it should be used.
  • Document structure
  • Service Level Targets and Objectives – Using the SMART rule.
  • Services Description and the Statement of Works – The How and Why of Service Description
  • Acceptance/Criteria for Acceptance /Guidelines for Buyer and Service Provider
  • Regularly Scheduled Meetings - Impact on Performance
  • Sample Language Buyer and Service Provider Clauses and Statement of Works provided.
12.00

MODULE 3 – INCENTIVES, FEE, EXPENSES AND PAYMENT

  • Understanding Financial and Non-financial incentives
  • Understanding positive and negative incentives - using carrots and sticks
  • Fee Expense and Payment –
    a) Pricing Structure – Types of Contract discussed.
    I. Time and Material Contract
    II. “Fixed Fee” Contract
    III. Not to Exceed Contract
    IV. FFE Contract
    b) Mechanisms to eliminate Unexpected Fees and Expenses
    c) Avoiding Unexpected Fee and Expense on Buyer’s Perspective and the Service Provider’s Perspective
    d) Sample Language for Payment Structure provided
  • Late Payment Penalties
1:00 Lunch
2:00

MODULE 4 – PROPRIETARY RIGHTS UNDER THE SERVICE LEVEL AGREEMENT

  • Work Product under the Service Level Agreement
  • Work Product –
    I. Transferring Work Product to Buyer – Mechanism
    II. Joint Ownership of Product – Balancing Competing Interest
    III. Ownership of Deliverables
3:45

MODULE 5 – MANAGING CONTRACTUAL RISK IN SERVICE LEVEL AGREEMENTS
Warranties

  • Mutual Warranties /authority
  • Disclaimer of Non-Express Warranties
  • Service Provider’s Warranties
    I. Non-Infringement Warranty; Infringement of Contingency
    II. Buyer’s Non-Infringement Warranty
    III. Compliance with the Service Description and Documentation
    Disclaimer of Non Express Warranties
  • Service Provider’s statements relating to Services and Deliverables
  • Scope of Buyer’s Disclaimer
  • Guidelines for Service Provider and Buyer on legal impact of Non Express Warranties

Indemnification –

  • Common indemnities
  • Common Indemnification Limitation:
    I. Standard of Care
    II. Third Party Claim
    III. Delaying the Obligations under SLA
    IV. Capping the indemnification Obligation
  • Indemnification Procedure
  • Indemnification and Third Party Intellectual Rights
  • Infringement Concern
  • Sample Language for Non-Express Warranties/ Indemnities and Infringement Indemnities for Buyer and Service Provider


Assignment

  • When Assignment can be carried out
  • Mechanism for Novation
5:00 End of Day 1
DAY 2
9:00

MODULE 6 – MANAGING CONTRACTUAL LIABILITY ARISING FROM BREACH UNDER SERVICE LEVEL AGREEMENT

  • Breach of Contract and Limitation of Liability
  • Excluding and/or Capping Certain Types of Liabilities
  • Carve-Outs
  • Exclusive Remedies
  • Insurance
  • Sample Language for Capping of Liability and Carve-Outs provided.
10.45

MODULE 7 – TERMS

  • Stated Term
  • Auto-Renewal
  • Fee Increase and how Buyer can safeguard against Fee Increase
  • Sample Language for drafting Stated Term/Auto Renewal and Fee Increase.
1:00 Lunch
2:00

MODULE 8 – REMEDIES APPLICABLE TO SLAs DISPUTE MANAGEMENT AND RESOLUTION OPTIONS

  • Termination Due to an Uncured Breach:
    I. The General Rule
    II. Waiver of Breach
    III. Liquidated Damages
  • Termination Due to Insolvency/Bankruptcy
  • Termination for Convenience
  • Transition Services
3:45

MODULE 9 - BOILERPLATES IN SERVICE LEVEL AGREEMENT CONTRACTS
Definitions and understanding of the following in a contract:

  • Condition Precedent
  • Representations & Warranties
  • Breach & Default
  • Liquidated Damages & Penalty clauses
  • Affiliates / Subsidiaries
  • Independent Contractor
  • Survival and Merger
  • Force Majeure
  • No Publicity
  • Entire Agreement and when it doesn’t apply
  • No Waiver
  • Assignment and Novation -The differences in Risk Transfer
  • Counterparts


Additional Material:

  • Buyer Issues Checklists
  • Buyer Issues Checklists with Embedded Contract Language
  • Service Provider Issues Checklists Quick Reference.
  • Service Provider Issue Checklist with Embedded Contract Language
  • Service Level agreement – Self Assessment Checklist for Organisation
5:00 End of Course