Software support agreement (basic)
This is a short-form software support services agreement template, designed with ease-of-use in mind.
Although comparatively short, and optional service level agreement is included with the document as a schedule. This schedule may be used to provide detail about how the services will be provided.
If you are looking for a more sophisticated document, please consider our standard and premium software support agreements. Those documents include, amongst other provisions, data processor clauses which are required to comply with data protection law where one business is processing personal data on behalf of another.Ask about this document
Software support agreement (basic) contents
- Definitions: definitions.
- Term: commencement of term; end of term.
Support Services: support services provision; standard of support services; support services in accordance with SLA; suspension of support services.
- Customerobligations: general second party obligations; access to computer systems.
- Charges: obligation to pay charges; time-base charges limitations; amounts inclusive or exclusive of VAT; variation of charges.
- Payments: issue of invoices; time for payment of charges following invoice; payment methods; interest on late payments; interest on late payments.
- Warranties: first party general warranties; second party warranty of authority; exclusion of implied warranties and representations.
- Limitations and exclusions of liability: caveats to limits of liability; interpretation of limits of liability; no liability for loss of profits; no liability for loss of revenue; no liability for loss of use; no liability for loss of opportunities; no liability for loss of data or software; no liability for consequential loss.
Force Majeure Event: obligations suspended for force majeure; force majeure notification and information; mitigation of effects of force majeure.
- Termination: termination by either party without cause; termination by either party upon breach; termination upon insolvency.
- Effects of termination: surviving provisions upon termination; termination does not affect accrued rights; charges on termination of contract.
- Notices: methods and deemed receipt of contractual notices; contact details for 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; no assignment without written consent; no third party rights; entire agreement; governing law; exclusive jurisdiction.
- Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.
SCHEDULE 1 (SOFTWARE PARTICULARS)
- Identification of
Software: identification of software prompt.
- Financial provisions: financial provisions prompt.
SCHEDULE 2 (SUPPORT SLA)
- Introduction: introduction to support SLA.
- Helpdesk: helpdesk obligation; purpose of support services helpdesk; access to helpdesk; times of helpdesk availability; all requests for support to go through helpdesk.
- Response and resolution: software support issue categorisation; allocation of support issue severity categories; support response times; contents of response to support request; support resolution times.
- Provision of
Support Services: support services to be provided remotely.
- Limitations on
Support Services: excessive use of support services; specific exceptions to support services; support services and unrelated issues.