Maintenance services terms and conditions
This document is designed for use in respect of the maintenance of tangible items, such as equipment and hardware. It should not be used in respect of intangibles, such as software and data. With this document, you can create standard terms of business for a company (or sole trader) providing equipment or hardware maintenance services. The document is flexible, allowing for both B2B and B2C contracts, and for both discrete and ongoing relationships. A range of optional provisions, covering such matters as customer obligations and customer premises, will help you to tailor they document for your particular circumstances.Ask about this document
Maintenance services terms and conditions contents
- Definitions: definitions.
- Term: commencement of term; end of term: indefinite, or services completed and payment made; each contract distinct.
- Services: obligation to provide services; standard of services (B2C or mixed); failure to meet services standard; devotion of personnel to services; services: compliance with law; services: compliance with reasonable customer requests; time estimates for services; matters outside the scope of the services; waste upon completion of services.
Servicesappointments: services appointments; late services appointments; rescheduling services appointments; cancellation of services appointment on notice; personnel shortage and cancellation of appointments.
- Providerpersonnel: assurances relating to personnel.
Materials: obligation to supply materials; written quotation to supply materials; delivery and installation of materials at premises; responsibility for delivery of materials; risk in materials (B2C or mixed); title to materials; materials held by second party as bailee; recovery of materials by first party; action for price of materials where title not passed; materials warranties (B2C or mixed). : obligations of second party in relation to premises (B2B or B2C); clearing of premises for services; compliance with policies at premises (B2B or B2C); securing means of access to premises.CustomerPremises
- Customerobligations: general second party obligations; provision of access to utilities.
: storage of first party equipment; no using etc equipment without consent; responsibility for loss of equipment; first party equipment following termination.ProviderEquipment
- Representatives: instructions given by second party representatives.
- Charges: obligation to pay charges; time-base charges limitations; amounts inclusive or exclusive of VAT (B2B or B2C); variation of charges.
- Timesheets: obligation to keep timesheets; obligation to supply timesheets.
- Payments: issue of invoices; time for payment of charges following invoice; payment methods; interest on late payments (B2B or B2C).
- Provider's confidentiality obligations: first party confidentiality undertaking (no permitted purpose limitation); disclosure of confidential information by first party to certain persons (no permitted purpose); exceptions to first party's confidentiality obligations; disclosures of second party confidential information mandated by law etc; first party confidentiality obligations after termination.
- Distance and off-premises contracts: cancellation right: distance and off-premises contracts: cancellation right for consumers; cancellation right for services and digital content; consumer agreement to provision of services; exercise of cancellation right; refund upon services distance contract cancellation; refund method; refund timing for services and digital content.
- Warranties: first party warranty of authority; second party warranty of authority; exclusion of implied warranties and representations.
- Customerindemnity: second party indemnifies first party upon breach.
- Limitations and exclusions of liability: caveats to limits of liability (B2B or B2C); interpretation of limits of liability; no liability for force majeure; no liability for loss of profits; no liability for loss of revenue; no liability for loss of opportunities; no liability for consequential loss; per event liability cap upon services contract; aggregate liability cap upon services contract.
Force Majeure Event: obligations suspended for force majeure; force majeure notification and information; mitigation of effects of force majeure.
- Termination: termination without cause (optionally asymmetric); termination by either party without cause; termination upon breach; termination upon insolvency; termination upon non-payment.
- Effects of termination: surviving provisions upon termination; termination does not affect accrued rights.
- Status of Provider: first party is independent contractor not employee; no redundancy or compensation.
- Notices: contractual notices must be in writing; methods and deemed receipt of contractual notices; substitute contact details for notices.
- Subcontracting: no subcontracting without consent; subcontracting permitted; first party responsible for subcontracted obligations.
- General: no waiver; severability; variation written and signed; asymmetric variation; asymmetric assignment of contractual rights (B2B, B2C or mixed); no third party rights; entire agreement: documents; governing law; exclusive jurisdiction.
- Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.
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