VIEWS: 6,473 PAGES: 10 CATEGORY: IT Service Agreements POSTED ON: 8/12/2009
This is an agreement between a company and a computer hardware maintenance company for preventive computer maintenance. This service is vital to a small business to address the needs of their computer systems. Basic hardware maintenance such as the testing, cleaning, lubricating, inspecting and adjusting of computer hardware should be administered on a scheduled basis. This agreement contains numerous standard provisions as well as opportunities for customization to fit the specific needs of the parties. This document should be used by small businesses or other entities when entering into agreements with companies for computer hardware maintenance and updates.
This is an agreement between a company and a computer hardware maintenance company for preventive computer maintenance. This service is vital to a small business to address the needs of their computer systems. Basic hardware maintenance such as the testing, cleaning, lubricating, inspecting and adjusting of computer hardware should be administered on a scheduled basis. This agreement contains numerous standard provisions as well as opportunities for customization to fit the specific needs of the parties. This document should be used by small businesses or other entities when entering into agreements with companies for computer hardware maintenance and updates. COMPUTER HARDWARE MAINTENANCE SERVICE AGREEMENT THIS COMPUTER HARDWARE MAINTENACE SERVICE AGREEMENT (the “Agreement”), made this ___ day of ______________, 2____, [Instruction: insert date] by and between __________________, [Instruction: insert name of the company that will provide the service] located at __________________ [Instruction: insert company’s address] (the “Company”) and __________________, [Instruction: insert name of the customer] located at ___________________ [Instruction: insert customer’s address] (the “Customer”), hereinafter collectively referred to as the “Parties”. THE COMPANY AND THE CUSTOMER HEREBY ACKNOWLEDGE AND AGREE AS FOLLOWS: I. SERVICES 1.01 The Company agrees that it shall maintain and service the equipment (the “Services”) listed on Schedule “A” annexed hereto (the “Equipment”). 1.02 The Company shall perform scheduled Preventative Maintenance on the Equipment at such times as may be mutually agreed between the Parties. Preventative Maintenance shall mean the testing, cleaning, lubricating, inspecting and adjusting of the Equipment of the Customer. 1.03 The Services shall be performed by the Company at the location(s) which are designated by the Customer and contained on Schedule “B” annexed hereto. 1.04 The Customer hereby agrees that the Company may at any time remove an item of Equipment for the purposes of providing the Services to the Equipment. In the event the Company removes an item of Equipment from the Customer’s premises to perform the Services, the Company shall be solely responsible and liable for any loss or damage which may be caused to the Equipment while in the Company’s possession. Company must inform Customer in writing of any Equipment removed for servicing within 24 hours. 1.05 The Customer shall give full access to the location and Equipment to enable the Company to provide the Services and the Customer shall make available such information, facilities and services as are reasonable for the performance of the obligations under this Agreement. The Company hereby agrees that it shall comply with the Customer’s security and confidentiality rules. © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 2 1.06 The Company hereby agrees that it shall at no additional expense to the Customer install any and all free upgrades from the manufacturer of the Equipment which may become known to Company and available. 1.07 Any and all parts which may be required by the Company to perform the Services will be supplied by the Company and invoiced to the Customer. II. EXCLUSIONS TO SERVICES 2.01 Repairing damage resulting from causes other than ordinary wear and tear, including without limitation, neglect, misuse, accidents, failure of electrical power or acts of God. 2.02 In the event that Customer requires service, repair or maintenance to Equipment that is excluded from Services due to any of the occurrences in Article 2.01, Customer may request that Company provide and estimate for the requested service, repair and maintenance. The Parties may thereafter agree in writing to any such service, repairs or maintenance in a separate work order. III. FEES 3.01 The Customer agrees to pay to the Company preventative maintenance fees at the rate of ____________ ($________) [Instruction: insert dollar amount] Dollars per hour which shall not exceed _____________ ($_______) [Instruction: insert maximum dollar amount] per any one preventative maintenance session. [Comment: The Parties may also agree to a flat monthly fee service contract] 3.02 The Customer agrees to pay to the Company on-call service fees at the rate of _______________ ($________)[Instruction: insert dollar amount] Dollars per hour for any on-call service maintenance which is required between the hours of _________ a.m. to _________ p.m. [Instruction: insert hours] Monday through Friday. 3.03 The Customer agrees to pay to the Company on-call service fees at the rate of _____________ ($_______) [Instruction: insert dollar amount] Dollars per hour for any on-call service maintenance which is required on Saturdays and Sundays. 3.04 The Company shall provide to the Customer a monthly invoice which clearly sets out all fees incurred by the Customer including the dates and times of the performance of the Services by the Company. The Customer shall pay any and all invoices within _______ (___) [Instruction: insert number of days] days of receipt of such invoice from the Company. © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 3 IV. TERM 4.01 This Agreement shall commence on the _____ day of ___________, 2_____ [Instruction: insert commencement date] and shall terminate on the _____ day of __________, 2_____ [Instruction: insert termination date]. 4.02 Upon the termination of this Agreement, the Customer may choose to extend the term of this Agreement for a further period of ________ (____) [Instruction: insert number of years] years. V. TERMINATION OF AGREEMENT 5.01 This Agreement may be terminated by either party upon: A. ____(___) [Instruction: insert number] weeks/months written notice in the event of a material breach by the other party of any of the terms and conditions of this Agreement, unless the said breach is fully rectified within the said notice period; or B. in the event of the cessation, bankruptcy, or sale of all the assets of the parties’ business. 5.02 The Company and the Customer agree that the Customer may terminate this Agreement by providing _________ (___) [Instruction: insert number] days written notice to the Company in the event the Customer’s Equipment is no longer operational, damaged beyond repair or stolen. VI. WARRANTY 6.01 The Company warrants to the Customer that under normal conditions that the Services contemplated under this Agreement shall be free from defects in workmanship and that the parts used by the Company to repair the Equipment shall be free from defects in workmanship and material. VII. CONFIDENTIALITY 7.01 The Company and the Customer acknowledge and agree that any confidential information obtained from or relating to the other party is the property of the disclosing party. 7.02 The Company shall at all times treat any and all information of the Customer as confidential information and shall not disclose such information to any third party without the prior written consent of the Customer. 7.03 The provisions of this Article 7 shall survive the termination of this Agreement. © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 4 VIII. DISPUTE RESOLUTION 8.01 Should a dispute arise between the Company and the Customer regarding the interpretation or construction of, compliance with, or breach of, the Agreement or its termination, the Company and the Customer shall meet and negotiate in good faith in an attempt to resolve the dispute. 8.02 If the dispute cannot be resolved through good faith negotiations between the Company and the Customer within a reasonable time, the Company and the Customer agree that such dispute shall be submitted to mediation under the mediation rules of ______________ [Instruction: insert state name]. Any mediation settlement by the Company and the Customer shall be documented in writing. Should such mediation settlement vary the language of the Agreement, the variation shall be recorded in writing, signed by both the Company and the Customer and added to the Agreement as an attachment. 8.03 If the dispute cannot be resolved through mediation within thirty (30) days following the commencement of the mediation process, the dispute shall be conclusively settled by a single arbitrator in accordance with the provisions of ______________________ [Instruction: insert arbitration entity name], and all hearings shall take place in the City of _____________ [Instruction: insert name of city], pursuant to the laws of the State of ___________ [Instruction: insert state name] unless agreed otherwise by the Parties. 8.04 Any judgment, decision or award rendered by any arbitrator pursuant to this Section shall: A. be final and binding upon the Company and the Customer; B. not be the subject of any further court proceedings except in connection with the enforcement of any such award by a court of competent jurisdiction; and C. not be disclosed to third parties unless so required by law for enforcement or other purposes. 8.05 The costs of arbitration, including legal fees and disbursements of the Company and the Customer, shall be allocated by the arbitrator in the manner which the arbitrator considers appropriate under the circumstances. IX. GENERAL PROVISIONS © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 5 9.01 The Agreement may be amended from time to time by mutual consent of the Parties. All amendments shall be set forth in writing and signed by the Parties. As the case may be, no variation or amendment so made shall be effective prior to the day of its recording in a written instrument duly executed by the Parties and attached to this Agreement. 9.02 This Agreement shall inure to the benefit of and be binding upon each of the parties hereto and their respective successors and assigns, but it shall not be assigned in whole or in part by either party without the prior written consent of the other, except where either party's interests is assigned through merger, consolidation, re-organization, sale or transfer of substantially all the assets of the party. 9.03 The silence, failure or delay by the Company or the Customer in exercising any right hereunder shall under no circumstances be interpreted or construed as a waiver of such right by the Company or the Customer and such right and any of the available remedies required to enforce it shall remain valid until such time as they contractually or legally expire. 9.04 The Agreement may be signed in several counterparts, each of which, when so signed, shall be deemed to be an original. Such counterparts shall, however, represent one and the same document. 9.05 The Parties agree that this Agreement may be transmitted by facsimile, E- mail or similar forms of communication. The Company and the Customer also agree that signatures duplicated by facsimile, electronic signatures or similar authentication modes shall be treated as originals. 9.06 Any notice, request, demand, approval, consent or other communication provided or permitted hereunder shall be in writing and given by personal delivery or sent by registered mail or by ordinary mail, postage prepaid or fax addressed to the party for which it is intended. [Note: For convenience the addresses, fax numbers, and emails of both Parties can be included in this paragraph] 9.07 If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall in no way be affected or impaired thereby. IN WITNESS WHEREOF the parties have hereunto set their respective hands and seals as at the date first written above. ___________________________ [Instruction: insert Company name] ______________________________ © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 6 Name: _______________________ [Instruction: insert name of individual who will sign on behalf of the company] Title: ________________________ [Instruction: insert the title of individual who will sign on behalf of the company] ___________________________ [Instruction: insert Customer name] Name: _______________________ Title: ________________________ © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 7 SCHEDULE “A” EQUIPMENT © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 8 SCHEDULE “B” LOCATIONS OF SERVICES TO BE PERFORMED AT © Copyright 2011 Docstoc Inc. registered document proprietary, copy not 9
"Computer Hardware Maintenance Service Agreement"