HR MSA Service Agreement

HR MSA SERVICE AGREEMENT

This Master Services Agreement for HR services (the Agreement) is entered into by and between Client Name: and Service Provider Name: . Effective Date:

RECITALS

WHEREAS, Client engages Service Provider to perform human resources services as described herein; and WHEREAS, Service Provider has represented that it has the experience, personnel and resources to provide such services in accordance with applicable law and professional standards. The parties agree as follows.

DEFINITIONS

"Services" means the HR services described in Section Scope of Services. "Confidential Information" includes nonpublic business, personnel, payroll, candidate and benefits information and personal data exchanged under this Agreement.

SCOPE OF SERVICES

Service Provider shall provide the Services selected below and any additional work described in Statements of Work appended hereto. Unless otherwise provided, Services include the following:

Recruiting / Candidate Sourcing
Onboarding & New Hire Processing
Payroll Administration
Benefits Administration
Background Checks and Verification
Training & Compliance
HR Policy & Advisory Services

TERM; TERMINATION

Term begins: and continues until: unless earlier terminated in accordance with this Agreement. Either party may terminate for material breach following 30 days' written notice and failure to cure; Client may terminate for convenience upon 60 days' written notice and payment for Services performed through the effective date of termination.

FEES AND PAYMENT

CONFIDENTIALITY & DATA PROTECTION

Each party shall protect Confidential Information with at least the same degree of care it uses to protect its own confidential information but no less than reasonable care. Service Provider shall implement administrative, physical and technical safeguards appropriate to the sensitivity of personal data it processes on Client's behalf. Except as required by law, Service Provider shall not disclose client employee data to third parties without prior written consent and shall process such data only for purposes of performing the Services.

COMPLIANCE WITH LAWS; EEO; AT-WILL

Service Provider will comply with all applicable federal, state and local employment laws in providing Services, including wage and hour, leave, immigration and non-discrimination requirements. Client confirms that employment relationships created under Client's direction are at-will unless Client elects otherwise in writing. Both parties shall observe Equal Employment Opportunity obligations and ensure candidate screening does not unlawfully discriminate.

Require background checks:    Scope:

INSURANCE; INDEMNIFICATION; LIMITATION OF LIABILITY

Service Provider shall maintain insurance appropriate to the Services including general liability and professional liability. Each party will indemnify the other against third-party claims arising from the indemnifying party's negligence or willful misconduct. Neither party shall be liable for special, incidental, or consequential damages except for breaches of confidentiality or willful misconduct.

AUDIT RIGHTS; RECORD RETENTION

Client may audit Service Provider's compliance with confidentiality, data protection and payment provisions once annually upon 30 days' written notice. Service Provider shall retain personnel, payroll and candidate records for a period of .

NOTICES

ONBOARDING / APPLICANT TEMPLATE (TO BE USED BY SERVICE PROVIDER)

The following template fields will be collected for each candidate as part of onboarding and verification. Service Provider shall obtain candidate consent to collect and process the data below where required by law.

EMPLOYMENT HISTORY (AT LEAST 2)

EDUCATION

REFERENCES (3 PROFESSIONAL)

LEGAL DISCLOSURES, CERTIFICATIONS AND AUTHORIZATIONS

At-Will Employment Statement: Client acknowledges that the employment relationship of candidates placed by Service Provider will be governed by Client's policies and applicable law. Unless Client provides a written contract to the contrary, employment is at-will.

Equal Opportunity Statement: Service Provider represents that it will not discriminate in recruiting or screening on any protected basis and will adhere to Client's EEO requirements.

Applicant Certification (to be obtained by Service Provider): I certify that all information provided is true and complete to the best of my knowledge. I understand that false statements may result in rescission of any offer or termination. Applicant signature shall be captured on the candidate onboarding form maintained by Service Provider.

Candidate Consent Obtained:    Background checks completed prior to placement:

MISCELLANEOUS; GOVERNING LAW; DISPUTE RESOLUTION

This Agreement constitutes the entire agreement between the parties with respect to the Services. Amendments must be in writing signed by both parties. Governing law: . Disputes shall be resolved by mutual negotiation and, if unresolved, binding arbitration under mutually agreed rules.

ADDITIONAL PROVISIONS / SOW SUMMARY

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