| 13- | The finance company shall document the outsourcing in a legally binding written contract or agreement with the External Service Provider that is compliant with the applicable regulatory requirements. The Contract or Agreement shall include, at a minimum, the following:
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| | a. | Parties to the Contract or Agreement;
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| | b. | Scope of Contract or Agreement;
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| | c. | Term of Contract or Agreement;
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| | d. | Type of service and performance requirements;
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| | e. | Audit and monitoring procedures;
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| | f. | Business Continuity Plans;
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| | g. | Default arrangements;
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| | h. | Pricing and fee structure;
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| | i. | Dispute resolution mechanism;
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| | j. | Liability and indemnity;
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| | k. | The commitment of the External Service Provider to the confidentiality and privacy of information;
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| | l. | The compliance with relevant laws, regulations, rules, controls and instructions;
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| | m. | Reporting mechanism;
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| | n. | Commitment from the External Service Provider to report to the finance company, within the period agreed upon in the contract or agreement, any control weaknesses or adverse developments in its financial performance that may lead to a breach of its obligations under the contract or agreement;
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| | o. | Commitment from the External Service Provider that there are no regulatory impediments preventing the finance company from accessing data and records related to outsourced services;
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| | p. | Commitment from the External Service Provider to return or destroy all data related to the outsourced services upon the expiration of the outsourcing contract or agreement, as long as there are no regulatory requirements to keep such data;
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| | q. | The consequences of renewal, renegotiation, default termination and early exit of the contract or agreement so as to enable the finance company to retain control over the outsourced activity; The necessary arrangements to deal with failure to fulfill the terms of the contract or agreement or in the event of the termination of the contract or agreement;
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| | r. | The right of SAMA, the finance company, and the external auditor to obtain any information or documents related to the work of the External Service Provider or examine such data in its offices;
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| | s. | Commitment from the External Service Provider not to subcontract Material Functions;
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| | t. | Statement that the Saudi judicial authorities are the relevant authorities for the settlement of disputes arising from the execution or interpretation of the outsourcing contract or agreement and that any exception to the requirements of this article is subject to SAMA’s prior non-objection; and
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| | u. | The governing language in case of discrepancies with respect to contracts or agreements that are made in more than one language.
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