[NAME OF SUPPLIER]
- and -
City: State: Zip Code:
Supplier agrees to sell to Customer and Customer agrees to accept Supplier's data processing equipment
maintenance service for the equipment listed below subject to the following terms and conditions:
1. Initial term
[State length of term]
2. Equipment and charges schedule
[list of equipment and charges]
3. Effective date and term
(a) This agreement will be effective upon execution by Supplier. The maintenance term will
commence on the date established for the commencement of charges in paragraph 4(b) and shall
run for the period indicated in paragraph 1, and thereafter subject to termination by either party
on days prior written notice.
(b) Upon commencement of the term, Supplier's obligation to Customer under any prior Supplier
maintenance service agreement for the equipment in paragraph 2 will cease and neither Customer
nor Supplier will have any further obligation to the other in connection with the prior agreement
except for payment by Customer for charges incurred under it.
4. Charges and terms of payment
(a) Monthly maintenance charges during the first year of this agreement will be the amounts
indicated in paragraph 2. Monthly maintenance charges thereafter shall be subject to increase by
Supplier upon ninety (90) days prior written notice of its general intent to increase these charges,
but in no event will the monthly maintenance charges exceed Supplier's then current published
(b) For newly installed equipment, the monthly maintenance charge for each unit of equipment will
commence on the date that the unit is installed and ready for use as determined by Supplier. For
equipment already installed, the monthly maintenance charge will commence on the date of
execution of this agreement by Supplier.
(c) The monthly maintenance charge, and any additional monthly charges, will be invoiced in
advance on the first day of each month and will be payable by Customer within thirty (30) days
from date of invoice. The monthly maintenance charge for a fraction of a calendar month will be
prorated on a thirty (30) day basis.
(d) If installation of a unit of equipment is delayed by Customer for more than _____ days from the
date of shipment, Supplier reserves the right to charge for any costs incurred in making the
equipment ready for use prior to it going on maintenance.
(e) Customer will pay, or reimburse Supplier, for all state and federal taxes imposed on Customer or
Supplier on any interest in or service provided or upon this agreement.
(f) Any other charges will be invoiced to Customer as incurred and will be due and payable upon
receipt of invoice.
(g) Customer agrees that Supplier reserves the right to apply a service charge, at rates designated
from time to time but not in excess of the lawful maximum, on accounts unpaid after their due
(h) Maintenance service requested outside the Principal Period of Maintenance or contracted
extensions of it, and at any time on statutory holidays will be provided in accordance with
Supplier's hourly rates and policies then in effect.
(i) Maintenance service provided at Supplier's hourly rates will be subject to a minimum time charge
of ____ hours excluding travel time to and from site of installation. Charges will be computed to
the nearest 1/10th of an hour.
5. Maintenance service
(a) Payment of the monthly maintenance charge will entitle the Customer to preventive and remedial
maintenance service during the Principal Period of Maintenance which is the nine (9) hours per
day between 8:00 a.m. and 5:00 p.m., Monday through Friday, excluding statutory holidays.
(b) Supplier will make all necessary adjustments and repairs to keep the equipment in good
operating condition in accordance with Supplier's policies then in effect. Supplier’s
representatives require full access to the equipment in order to effect necessary adjustments and
(c) Supplier will determine the preventive maintenance service required for the equipment. Remedial
maintenance service will be provided after notification that the equipment is inoperative.
(d) Customer will provide adequate storage space for spare parts, test equipment and adequate
working space, heat, light, ventilation, electric current and outlets for use by Supplier's
maintenance representatives. These facilities will be within a reasonable distance from the
equipment to be serviced and will be provided at no charge to Supplier.
(e) Customer will not move or permit the equipment to be moved without Supplier's prior written
(f) All spare parts until incorporated into the equipment, all test and maintenance equipment, tools
and maintenance documentation and media will remain the property of Supplier and may be
removed by Supplier at any time.
(g) Replacement parts will be installed on an exchange basis at no additional charge to Customer.
Defective parts which are replaced become the property of Supplier.
(h) Maintenance service does not include replacing or providing supplies, accessories, or refinishing
of equipment; nor maintenance of accessories, attachments, machines or other devices not
provided by Supplier; nor making specification changes or performing services connected with
relocation of equipment; nor adding or removing accessories, attachments or other devices. Any
maintenance resulting from other than normal operation of the equipment including Customer's
fault or misuse of the equipment or Customer's failure to provide the necessary facilities or
specified operating supplies or to meet Supplier's site specifications will be invoiced to Customer
as an additional charge.
(i) If, in the opinion of Supplier, equipment owned by Customer is no longer capable of being
maintained in good operating condition, and cannot reasonably be repaired on site, Supplier will
provide to Customer an estimate of reconditioning charges for that equipment. If Customer fails
to make the equipment available to Supplier for reconditioning within ____ days after receipt of