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}} by and between:
Service Provider: {{company_name}}, a company duly registered under the laws of [Country], with its principal place of business at {{company_address}} (hereinafter referred to as 'Provider').
Client: {{client_company_name}}, a company duly registered under the laws of [Country], with its principal place of business at {{client_company_address}} (hereinafter referred to as 'Client').
Definitions
1. 'Services' refers to the IT services provided by the Provider to the Client as detailed in Schedule A.
2. 'Service Level Agreement (SLA)' refers to the document outlining the guaranteed level of service, uptime, and response times.
3. 'Confidential Information' refers to any non-public information shared between the parties.
Scope of Services
The Provider agrees to provide the IT services ('Services') as specifically outlined in Schedule A, attached hereto and incorporated by reference.
Any services not explicitly mentioned in Schedule A are outside the scope of this Agreement and may be subject to additional charges and a separate agreement.
Service Level Agreement (SLA)
The Provider commits to delivering the Services in accordance with the Service Level Agreement (SLA) detailed in Schedule B, attached hereto and incorporated by reference.
The SLA specifies performance metrics, uptime guarantees, response times, and resolution procedures for service incidents.
Fees and Payment
The Client agrees to pay the Provider the fees for the Services as specified in Schedule C, attached hereto and incorporated by reference.
All invoices shall be due and payable within {{payment_terms}} days of the invoice date.
Late payments may incur interest at the rate of {{late_payment_interest_rate}}% per month or the maximum rate permitted by law.
All fees are exclusive of applicable taxes, including but not limited to VAT/GST, which shall be borne by the Client.
Term and Termination
This Agreement shall commence on {{start_date}} and continue for a period of {{agreement_term}}, unless terminated earlier as provided herein.
Either party may terminate this Agreement with {{notice_period}} days' written notice to the other party.
Either party may terminate this Agreement immediately upon written notice if the other party breaches any material term of this Agreement and fails to cure such breach within {{cure_period}} days of receiving written notice of the breach.
Confidentiality
Both parties agree to treat all Confidential Information disclosed by the other party with the utmost confidentiality.
Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law.
This confidentiality obligation shall survive the termination of this Agreement for a period of {{confidentiality_period}} years.
Limitation of Liability
To the maximum extent permitted by applicable law, the Provider shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use the Services; (b) any conduct or content of any third party on the Services; or (c) unauthorized access, use or alteration of your transmissions or content.
The Provider's total liability for any claim arising out of or relating to this Agreement or the Services shall not exceed the total fees paid by the Client to the Provider under this Agreement in the twelve (12) 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 [Country].
Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by arbitration in accordance with the rules of the [Arbitration Institution] in [City, Country].
Entire Agreement
This Agreement, including all attached Schedules, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning its subject matter.
Signature Block
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.
FOR THE SERVICE PROVIDER:
___________________________
Name: {{provider_signatory_name}}
Title: {{provider_signatory_title}}
Date: {{provider_signature_date}}
FOR THE CLIENT:
___________________________
Name: {{client_signatory_name}}
Title: {{client_signatory_title}}
Date: {{client_signature_date}}
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