IT Service Agreement

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

Parties

This IT Service Agreement ('Agreement') is made and entered into on this {{date_of_agreement}} day of {{month_of_agreement}}, {{year_of_agreement}}, by and between:

{{service_provider_company_name}}, a company duly incorporated under the laws of {{service_provider_jurisdiction}}, with its principal place of business at {{service_provider_address}} (hereinafter referred to as the 'Service Provider'); and

{{client_company_name}}, a company duly incorporated under the laws of {{client_jurisdiction}}, with its principal place of business at {{client_address}} (hereinafter referred to as the 'Client').

The Service Provider and the Client are hereinafter collectively referred to as the 'Parties' and individually as a 'Party'.

Definitions

**'Services'**: Refers to the IT services to be provided by the Service Provider to the Client as detailed in Schedule A.

**'Service Level Agreement (SLA)'**: Refers to the document outlining the standard of service to be maintained by the Service Provider, attached as Schedule B.

**'Confidential Information'**: Means any proprietary and confidential information, technical data, trade secrets or know-how.

**'Effective Date'**: The date first written above.

Scope of Services

The Service Provider agrees to provide IT services to the Client as described in detail in Schedule A (Scope of Services) annexed hereto. These services may include, but are not limited to, network management, software support, hardware maintenance, data backup and recovery, and cybersecurity measures.

Any changes or additions to the scope of services must be agreed upon in writing by both Parties.

Service Level Agreement (SLA)

The Service Provider shall perform the Services in accordance with the Service Level Agreement (SLA) attached as Schedule B. The SLA outlines performance metrics, response times, and resolution targets.

Failure by the Service Provider to meet the agreed-upon SLA targets may result in penalties or remedies as specified in Schedule B.

Fees and Payment

The Client agrees to pay the Service Provider the fees as set forth in Schedule C (Fees and Payment Schedule) annexed hereto.

Invoices will be submitted by the Service Provider on a {{billing_frequency}} basis and are due within {{payment_terms}} days of the invoice date.

Late payments may incur an interest charge of {{late_payment_interest_rate}}% per month on the outstanding balance.

All fees are exclusive of VAT and other applicable taxes, which shall be borne by the Client.

Confidentiality

Both Parties agree to maintain the confidentiality of any and all Confidential Information disclosed during the term of this Agreement and for a period of {{confidentiality_period}} years thereafter.

Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing Party.

Term and Termination

This Agreement shall commence on the Effective Date and shall continue for a period of {{initial_term}} year(s) unless terminated earlier in accordance with the provisions herein.

Either Party may terminate this Agreement by providing {{notice_period}} days' written notice to the other Party in the event of a material breach of this Agreement, provided such breach is not rectified within the notice period.

Upon termination of this Agreement, the Client shall pay all outstanding fees due for Services rendered up to the date of termination.

Limitation of Liability

The Service Provider shall not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with this Agreement.

The total liability of the Service Provider under this Agreement shall not exceed the total fees paid by the Client to the Service Provider in the {{liability_period}} months preceding the event giving rise to the liability.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.

Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or invalidity thereof, shall first be attempted to be resolved through good faith negotiations between the Parties.

If the dispute cannot be resolved through negotiations within {{negotiation_period}} days, it shall be referred to mediation in accordance with the rules of {{mediation_organisation}}.

If mediation is unsuccessful, the dispute shall be finally settled by arbitration in accordance with the rules of {{arbitration_organisation}}, and the seat of arbitration shall be {{arbitration_city}}.

Signature Block

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

For and on behalf of {{service_provider_company_name}}:

_____________________________

Name: {{service_provider_signatory_name}}

Title: {{service_provider_signatory_title}}

Date: {{service_provider_signature_date}}

For and on behalf of {{client_company_name}}:

_____________________________

Name: {{client_signatory_name}}

Title: {{client_signatory_title}}

Date: {{client_signature_date}}