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Software Maintenance Contract
1. Parties: Identification of the contracting parties - the maintenance service provider and the customer
2. Background: Context of the agreement, including reference to the software being maintained and any related agreements
3. Definitions: Definitions of technical terms, service levels, and other key concepts used in the agreement
4. Scope of Services: Detailed description of maintenance services, including preventive and corrective maintenance
5. Service Provider's Obligations: Core responsibilities of the service provider, including response times and maintenance standards
6. Customer's Obligations: Customer responsibilities, including access provision and cooperation requirements
7. Service Levels: Specific performance standards, metrics, and measurement methods
8. Fees and Payment: Pricing structure, payment terms, and any variable costs
9. Term and Termination: Contract duration, renewal terms, and termination provisions
10. Intellectual Property Rights: Rights regarding maintenance outputs and modifications to the software
11. Data Protection: GDPR compliance and data handling requirements
12. Confidentiality: Protection of confidential information exchanged during maintenance
13. Liability and Indemnification: Allocation of risks and liability limitations
14. Force Majeure: Provisions for handling events beyond reasonable control
15. Governing Law and Jurisdiction: Confirmation of Danish law application and dispute resolution
16. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Change Management: Procedures for requesting and implementing changes to maintenance scope or services. Include when significant modifications are anticipated
2. Disaster Recovery: Specific procedures for system recovery after major incidents. Include for business-critical systems
3. Security Requirements: Detailed security protocols and requirements. Include for systems handling sensitive data
4. Personnel Requirements: Specific qualifications or security clearances for maintenance staff. Include for high-security environments
5. Transition Services: Provisions for handover to new providers. Include for complex systems or critical services
6. Insurance Requirements: Specific insurance coverage requirements. Include for high-value or high-risk systems
7. Audit Rights: Customer's rights to audit maintenance activities. Include for regulated industries or critical systems
8. Environmental Compliance: Environmental standards and requirements. Include if maintenance involves hardware or physical infrastructure
1. Schedule 1 - Service Level Agreement: Detailed service levels, response times, and performance metrics
2. Schedule 2 - Maintenance Services Specification: Technical details of maintenance services, including preventive and corrective maintenance procedures
3. Schedule 3 - Fee Schedule: Detailed pricing, including base fees and variable costs
4. Schedule 4 - Supported Software: List of software components covered by the maintenance agreement
5. Schedule 5 - Contact Details and Escalation Procedures: Key contacts and procedures for issue escalation
6. Schedule 6 - Change Request Template: Standard form for requesting changes to maintenance services
7. Appendix A - Technical Environment Specification: Description of the technical environment where maintenance is performed
8. Appendix B - Security Requirements: Detailed security protocols and requirements
9. Appendix C - Data Processing Agreement: GDPR-compliant data processing terms and conditions
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