Which Software Maintenance Contract?As with software development projects, it is important that the supply of maintenance services is covered by a written contract.
We supply two "pure" maintenance contracts. The premium contract is simply a longer version of the standard contract. The extra clauses in the premium contract are a project management clause, a non disclosure clause, a clause concerning publicity, an indemnity clause, a clause concerning third party co-operation, a non-solicitation clause, and an alternative clause dealing with the intellectual property rights in modifications to software made during the supply of the maintenance services.
Note: if you are looking for a maintenance agreement that also incorporates software licensing and/or software development provisions, you should consider these templates: |
Key Clauses of Software Maintenance ContractsCustomer obligations
The customer is obliged under this section to provide the supplier with access to the software to be maintained, and access to its computer systems to the extent reasonably required to enable the suppler to perform its obligations under the agreement. More generally, the customer is obliged to co-operate with the supplier and procure the co-operation of any third parties (e.g. hosting companies) whose co-operation is needed for the supplier to effectively perform the services.
Modifications: licence / assignment
The maintenance and support of software often includes making changes to the software or writing new computer programs to interact with the software. Where these are substantial enough to constitute copyright works, the parties must decide on what basis they will be used by the customer.
Under the standard version of the software maintenance contract, the modifications are licensed to the customer; whereas under the premium version, you may choose between an licence and an assignment (i.e. transfer) of rights.
Maintenance Service Levels
The "meat" of the software maintenance agreements is contained in a service level schedule. This describes in detail the nature of the services to be provided, and the levels of performance expected of the supplier. It is easy to remove and add services to the schedule, in most cases with minimal changes to the other parts of the agreement.
The services covered in the schedule as drafted are: the provision of a helpdesk, the provision of assistance to the customer with the use of the software, an error analysis and correction service, the supply of software upgrades, and the provision of ad hoc development services.
The support and maintenance services may be made subject to limits on the time spent providing the services during a defined period (e.g. x hours per calendar month).
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