Hardware Maintenance Agreement

Updated at:March 2010
 
FREE EXCERPT

This Agreement made at................. on this....... day of............. 20.....

BETWEEN

...................................(Name of Individual or entity)residing at / having its registered office at................................ (hereinafter referred to as "CUSTOMER") which expression shall unless it be repugnant to the context be deemed to include its successors and assignees

AND

...................................... A Public Limited / Private Limited Company/ having registered office at............................ (hereinafter referred to as "COMPANY") which expression shall unless it be repugnant to the extent be deemed to include its successors and assignees.

WHEREAS the CUSTOMER has approached the COMPANY for certain maintenance services in respect of the computer hardware equipment listed in the Schedule upon the terms and conditions of the agreement.

WHEREAS the COMPANY agrees to provide hardware maintenance services to enhance the CUSTOMER'S system and such other maintenance services as may be requested by the company from time-to-time.

NOW WHEREFORE, in consideration of the mutual covenants and obligations by the parties thereto, it is agreed as follows":

Definitions

The following clauses define identified words and expressions that are used in the contract. Throughout the contract, unless and otherwise stated contrarily in a given context, the word or expression in question carries the definition as given below:

(i) Additional Charges: means the charges to be calculated by the Company on a time and materials basis at its then prevailing rates in respect of the provision of Excepted Services.

(ii) Budget: means the budget giving all the relevant details as to quality, quantity and projected cost etc., to be prepared and agreed for each Budget Year;

(iii) Budget Year: means each period of 12 months or less in the event of a termination during the enforceable period of the agreement;

(iv) Commencement Date: means the date set out in Schedule... upon which this agreement shall commence.

(v). Electronic Record [s]: means all information concerning this Agreement that is stored in the electronic form either in a PC or floppy or CD or any other comparable medium in which such record can be stored in the electronic form;

(vi) Equipment: means the items of computer hardware identified by type and serial number in Schedule....

(vii) Excepted Services: means those services referred to in the Excepted Services clause, which do not fall within Maintenance Services

(viii) Initial Period: means the period of.... months commencing on the Commencement Date.

(ix) Maintenance Charges: means the aggregate animal charge for the Maintenance Services set out in Schedule...

(x) Maintenance Services: means the provision of Preventative Maintenance, Remedial Maintenance and Compulsory Engineering Changes as defined below;

(xi) Place of Use: means that part of the Customer's premises at the Site where the Equipment is installed and operated. (xii) Site: means the Customer's address specified in the Schedule...

Acceptance, Rights and Obligations

  1. Company's undertaking

    In consideration of the payment by the Customer from time-to-time of the Maintenance Charges the Company undertakes to provide the Maintenance Services in respect of the Equipment upon the terms and conditions of this agreement.

  2. Maintenance services

    (a) Maintenance Services shall comprise of 'Preventative Maintenance' 'Remedial Maintenance' and

    'Compulsory Engineering Changes' in respect of each item of Equipment at the Place of Use. (b) Preventative Maintenance shall comprise of:

    (i) Routine inspection and testing [by attendance on Site or remotely] by the Company of each item of Equipment in accordance with the Company's recommendations for this purpose; and

    (ii) Carrying out such repairs replacement of parts cleaning lubrication or adjustment to each item of Equipment by the Company as it shall judge necessary as a result of said inspection and testing. (c) Remedial Maintenance shall comprise of:

    (i) The inspection testing and diagnosing by attendance on Site or remotely) by the Company of any fault reported in an item of Equipment upon receipt of a request from a Customer; and

    (ii) Carrying out of such repairs replacement of parts cleaning lubrication or adjustment by the Company as it shall judge necessary to remedy the said fault.

    (d) Compulsory Engineering Changes shall comprise the implementation of such mandatory alterations adjustments additions or modifications to the Equipment as the Company shall from time to time prescribe.

  3. Times for maintenance services

    (a) Remedial Maintenance will be provided upon request by the Customer between the hours of.... am and...pm Monday through....... [excluding bank and other public holidays]. The Company will use its reasonable endeavours to respond to a request for Remedial Maintenance within..hours of its request.

    (b) Preventative Maintenance and Compulsory Engineering Changes will be provided at such times during normal business hours as shall from time-to-time be agreed between the Company and the Customer.

  4. Excepted services

    (a) The Maintenance Services shall not include: (i) The correction of any fault due to:

    (A) The Customer's failure to maintain a suitable environment for the Equipment at the Place of Use in accordance with the Company's written specifications including without limitation failure to maintain a constant power supply, air conditioning or humidity control;

    (B) The Customer's neglect or misuse of the Equipment or its failure to operate the Equipment in accordance with the Company's instruction manuals or for the purposes for which it was designed;

    (C) The alteration modification or maintenance of the Equipment by any party other than the Company without the Company's prior consent;

    (D) The transportation or relocation of the Equipment save where the same has been performed by or under the direction of the Company;

    (E) The use of defective or inappropriate supplies with the Equipment;

    (F) Any defect or error in any software used upon or in association with the Equipment;

    (G) Any accident or disaster affecting the Equipment including without limitation fire, flood, water, wind, lightning, transportation, vandalism or burglary; or

    (H) The Customer's failure inability or refusal to afford the Company's personnel proper access to the Equipment;

    (ii) The painting or refinishing of the Equipment;

    (iii) The relocation or transportation of the Equipment; (iv) Electrical work external to the Equipment;

    (v) The provision of supplies for use in association with the Equipment;

    (vi) With the exception of Compulsory Engineering Changes any modification or alteration or or attachment to the Equipment or its removal.

    (vii) The Company shall upon request by the Customer provide all or any of the Excepted Services referred to in clause 1 above but shall be entitled to charge for the same by levying Additional Charges.

    (viii) The Company shall be entitled to levy Additional...

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