The Intercompany Shared Services Agreement is essential for corporate groups operating in the United States that aim to centralize and optimize their internal support functions. This document is typically used when one entity within a corporate group provides administrative, technical, operational, or management services to other group entities. It establishes a formal framework for service delivery while ensuring compliance with U.S. transfer pricing regulations, corporate law requirements, and tax obligations. The agreement is particularly crucial for maintaining proper corporate governance, documenting arm's length transactions, and demonstrating regulatory compliance to various stakeholders including tax authorities, auditors, and regulators. It includes detailed provisions for service levels, cost allocation, performance metrics, and governance mechanisms tailored to the U.S. legal and regulatory environment.
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1. Parties: Identification of the service provider and recipient entities, including registration details and addresses
2. Background: Context of the agreement, relationship between the parties, and purpose of the shared services arrangement
3. Definitions: Key terms used throughout the agreement, including specific service definitions, affiliate definitions, and technical terms
4. Services: Overview of services to be provided, with reference to detailed service descriptions in schedules
5. Service Levels: Quality standards, performance metrics, and measurement methodology
6. Charges and Payment: Pricing methodology, payment terms, invoicing procedures, and transfer pricing compliance
7. Governance: Management structure, reporting requirements, and decision-making processes
8. Personnel: Staff obligations, qualifications, and management of shared resources
9. Intellectual Property: Ownership and usage rights of IP created or used in service delivery
10. Confidentiality: Protection of confidential information between affiliated entities
11. Term and Termination: Duration, renewal terms, and termination rights
12. Liability and Indemnification: Risk allocation between affiliated entities
13. General Provisions: Standard contractual terms including notices, amendments, and governing law
1. Data Protection: Required if services involve processing of personal or sensitive data
2. Regulatory Compliance: Necessary for regulated industries or when services involve regulatory obligations
3. Business Continuity: Important for critical services or when required by group policy
4. Audit Rights: May be needed for regulated entities or public companies
5. Force Majeure: Optional but recommended for long-term or critical services
6. Insurance: May be required by corporate policy or for specific high-risk services
7. Migration Services: Needed if there's potential for service transition to different providers
8. Tax Matters: Detailed tax provisions if complex cross-border services are involved
1. Schedule 1 - Service Descriptions: Detailed descriptions of each service, including scope, deliverables, and exclusions
2. Schedule 2 - Service Levels: Detailed performance metrics, measurement methods, and reporting requirements
3. Schedule 3 - Charges: Detailed pricing methodology, cost allocation, and transfer pricing documentation
4. Schedule 4 - Governance Procedures: Detailed procedures for service management, escalation, and reporting
5. Schedule 5 - Key Personnel: List of key personnel and their roles in service delivery
6. Appendix A - Service Request Form: Template for requesting additional or modified services
7. Appendix B - Report Templates: Standard templates for service level and performance reporting
8. Appendix C - Rate Card: Standard rates for additional services or out-of-scope work
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