Server Service Order

SERVER SERVICE ORDER

Parties

Recitals

WHEREAS, Client Name: seeks to procure hosting, management, maintenance, and support services for one or more servers; and

WHEREAS, Service Provider: represents that it has the technical capability and capacity to provide such services under the terms set forth in this Server Service Order (the "Order").

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties agree as follows.

Scope of Work

Service Provider shall perform the services and deliverables described in this Section in a professional and workmanlike manner consistent with industry standards.

Server Details

Service Levels & Maintenance

Service Provider shall provide regular maintenance, monitoring, backup and incident response as set out below. Response and resolution times are measured from the time Client notifies Provider or Provider detects an incident, whichever occurs first.

Payment Terms

Client shall pay Service Provider fees in consideration for the services described in this Order as set forth below. All fees are exclusive of taxes unless otherwise specified. Late payments shall accrue interest as set forth below.

All fees not disputed in good faith within fifteen (15) days of invoice delivery shall be deemed accepted. Client shall be responsible for reasonable collection costs for overdue amounts.

Term and Termination

This Order commences on the Start Date set forth below and continues until the End Date or until terminated as provided herein.

Start Date:     End Date:

Either party may terminate this Order for material breach by the other party if the breaching party fails to cure the breach within the notice period specified above following delivery of written notice. Termination shall not relieve Client of payment obligations for services performed through the effective date of termination.

Confidentiality

Each party shall maintain in confidence all non-public, proprietary information disclosed by the other party in connection with this Order and shall not use such information except to perform its obligations hereunder. Confidential information shall not include information that is or becomes publicly known through no breach of this Order, is independently developed by the receiving party, or is required to be disclosed by law, provided the receiving party promptly notifies the disclosing party and cooperates to seek protective measures.

Warranties; Limitation of Liability

Service Provider warrants that it will perform services in a professional manner consistent with industry standards. EXCEPT AS EXPRESSLY SET FORTH IN THIS ORDER, SERVICES ARE PROVIDED "AS IS" AND PROVIDER DISCLAIMS ALL OTHER WARRANTIES. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR LOSS OF REVENUE OR PROFIT, ARISING FROM OR RELATING TO THIS ORDER, EXCEPT FOR LIABILITY ARISING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Governing Law; Dispute Resolution

This Order shall be governed by and construed in accordance with the laws of the State of , without regard to its choice-of-law rules. The parties shall attempt in good faith to resolve disputes promptly by negotiation between authorized representatives.

Entire Agreement

This Order, together with any exhibits and attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

Service Contacts

Additional Terms

Sign Now