Академический Документы
Профессиональный Документы
Культура Документы
1
Service and Maintenance Agreement
TERMS AND CONDITIONS
1.
DEFINITIONS
4.
LICENSOR’S
UNDERTAKINGS
Agreement
means
this
Service
and
Maintenance
Agreement
regarding
The
Licensor
will
provide
Telephone
Support
weekdays
other
than
the
Software.
Spanish
public
holidays
between
9.00
AM
and
6.00
PM
Central
Current
Version
of
the
Software
means
the
two
most
recently
issued
European
Time
at
the
phone
number
indicated
on
the
front
page
of
New
Versions
of
the
Software
according
to
the
release
history
of
the
this
Agreement.
Licensor.
Hardware
means
the
hardware
indicated
on
the
front
page
of
this
The
Licensee
may
also
contact
the
Licensor
in
these
matters
via
the
Agreement.
designated
e-‐mail
address
New
Version
means
the
supply
of
new
features
and
redesign
of
the
support@farmerswife.com
software,
which
the
Licensor
in
its
sole
discretion
designates
as
a
New
The
Licensor
may
change
the
phone
number
or
e-‐mail
address
by
Version
of
the
Software
and
is
defined
as
well
by
new
version
number
giving
written
notice
to
the
Licensee
via
e-‐mail,
fax
or
letter.
e.g.
moving
from
4.4
to
4.5.
New
Versions
are
restricted
to
staying
within
the
same
major
version
number
e.g.
3.2
to
3.3
is
considered
a
The
Licensor
will
provide
the
Licensee
with
Service
Packs
when
New
Version
whereas
3.3
to
4.0
is
considered
a
New
Major
Version
available.
The
license
agreement
regarding
the
Software
indicated
on
and
is
not
part
of
any
automatic
upgrade.
the
front
page
of
this
Agreement,
shall
apply
to
any
and
all
Service
New
Major
Version
means
the
object
code
form
of
a
computer
Packs
licensed
to
the
Licensee,
as
the
case
may
be.
software
program,
which
the
Licensor
in
its
sole
discretion
designates
as
a
New
Major
Version
of
the
Software
and
is
defined
as
well
by
new
The
Licensor
may,
upon
request
by
the
Licensee,
but
at
the
Licensor’s
version
number
e.g.
moving
from
3.3
to
version
4.
sole
discretion,
provide
the
Licensee
with
Other
Assistance.
Other
Licensee
means
the
legal
entity
or
person
indicated
on
the
front
page
Assistance
will
be
charged
at
the
fees
from
applied
by
the
Licensor
of
this
Agreement.
time
together
with
all
expenses
incurred
when
providing
Other
Licensor
means
Farmers
WIFE
S.L.
indicated
on
the
front
page
of
this
Assistance.
Agreement.
Module
means
the
additional
software
applications
licensed
by
the
5.
FEES
Licensee
according
to
the
front
page
of
this
Agreement.
Other
assistance
means
the
answering
of
questions
regarding
the
The
fee
for
the
Service
and
Maintenance
stated
on
the
front
page
is
Software
requiring
investigative
work
or
assistance
at
the
place
of
invoiced
in
advance
for
the
selected
period
(marked
with
X)
with
installation.
payment
due
date
on
commencement
of
the
Agreement
as
indicated
Service
and
Maintenance
means
Telephone
Support,
Online
Support
on
the
first
page.
In
case
of
any
late
payment
an
interest
rate
of
two
and
Upgrades.
(2)
percent
per
month
of
the
amount
due
will
also
be
charged.
Software
means
the
software
product,
including
any
additionally
licensed
Modules,
specified
on
the
front
page
of
this
Agreement.
The
Giving
three
(3)
months’
notice
the
Licensor
is
entitled
to
change
the
Software
may
contain
software
products
(such
as
open-‐source
fee
for
the
Service
and
Maintenance
prior
to
the
renewal.
If
the
software
and
third
party
proprietary
software)
developed
by
third
Licensee
has
not
terminated
the
Agreement
within
one
month
of
parties
that
are
made
available
to
the
Licensee
under
separate
license
receiving
such
notice,
or
by
means
of
section
6
below
otherwise
terms.
terminated
the
Agreement,
the
Agreement
shall
remain
in
force
and
Telephone
Support
means
the
Licensee’s
right
to
address
the
Licensor
the
new
fee
shall
apply.
with
simple
questions
regarding
the
installation
or
use
of
the
Software.
Only
problem
solving
which
does
not
require
investigative
The
Licensee
will
also
pay
to
the
Licensor
any
statutory
taxes,
such
as
work
is
considered
as
a
“simple
question”.
value
added
tax,
similar
taxes
and
any
other
taxes
and
public
charges
Service
Pack
means
the
supply
of
corrections,
modifications
and
bug
which
are
or
may
become
payable
as
a
consequence
of
this
fixes
to
the
Software,
which
the
Licensor
in
its
sole
discretion
Agreement.
The
same
will
apply
to
any
customs
duty
and
similar
designates
as
Service
Pack.
public
charges.
2.
SCOPE
6.
TERM
OF
AGREEMENT
The
Licensor
will
provide
the
Licensee
with
Service
and
Maintenance
This
Agreement
is
valid
for
the
selected
period
(marked
with
X)
from
regarding
the
Software
in
accordance
with
the
terms
and
conditions
the
date
indicated
on
the
front
page
of
this
Agreement.
Unless
the
set
out
in
this
Agreement.
Service
and
Maintenance
is
only
supplied
to
Agreement
has
been
terminated
by
either
party
the
Agreement
is
customers
holding
a
valid
license
regarding
a
Current
Version
of
the
extended
for
the
same
period
previously
selected.
Each
party
is
Software
and
only
where
the
Software
is
used
solely
on
the
Hardware.
entitled
to
terminate
the
Agreement
by
giving
one
(1)
month
written
notice
prior
to
the
end
of
the
current
term.
3.
LICENSEE’S
UNDERTAKINGS
If
the
Licensee,
after
notification
from
the
Licensor,
fails
to
fulfill
the
The
Licensee
will,
upon
request,
provide
the
Licensor
with
a
written
terms
and
conditions
of
this
Agreement
or
does
not
use
the
Current
description
of
the
problem
or
other
matter
regarding
the
Software
in
Version
of
the
Software,
the
Licensor
is
entitled
to
terminate
the
which
the
Licensor
is
addressed
under
this
Agreement.
Agreement
immediately.
The
Licensee
is
not
entitled
to
any
reimbursement
of
fees
for
Service
and
Maintenance
paid
if
the
The
Licensee
will
also
make
any
material
facilitating
the
problem
Agreement
is
terminated
prematurely.
solving
available
to
the
Licensor,
including
but
not
limited
to
system
messages,
copies
of
error
messages
and
other
documentation
7.
LIMITATION
OF
LIABILITY
associated
with
the
problem.
In
no
event
shall
the
Licensor
be
liable
for
special,
direct,
indirect,
consequential,
or
incidental
damages,
losses,
charges,
claims,
demands,
fees
or
expenses
of
any
nature
arising
in
any
way
in
connection
with
the
Software
or
the
Service
and
Maintenance
farmerswife
Service
and
Maintenance
Agreement,
last
changed
August
27,
2008
Page
1
of
2
APPENDIX B.1
Service and Maintenance Agreement
regarding
the
Software,
even
if
the
Licensor
has
previously
been
informed
that
such
loss
or
damage
may
arise.
Under
no
circumstances
(irrespective
of
the
loss
or
damage)
may
the
Licensor’s
total
liability
for
damages
exceed
the
fee
paid
under
this
Agreement
for
the
current
period.
Only
in
the
event
of
cancellation
of
the
Agreement
is
either
party
entitled
to
demand
damages
due
to
the
other
party’s
breach
of
contract.
8.
CONFIDENTIALITY
The
Licensee
agrees
to
keep
the
Software
and
all
material
(including
but
not
limited
to
documentation,
modifications
and
bug
fixes)
provided
by
the
Licensor
according
to
this
Agreement
confidential
and
to
not
disclose
the
Software
or
any
other
material
provided
by
the
Licensor
pursuant
to
this
Agreement
to
any
third
party
without
the
express
written
permission
by
the
Licensor.
The
Licensee
further
agrees
to
take
all
reasonable
precautions
to
preclude
access
of
unauthorized
persons
to
the
Software
of
the
Licensor.
9.
FORCE
MAJEURE
If
the
fulfillment
of
either
party
of
its
undertakings
pursuant
to
this
Agreement
is
prevented
by
circumstances
beyond
the
control
of
the
party
or
circumstances
that
the
party
could
not
reasonably
have
foreseen
or
avoided,
this
shall
constitute
ground
for
discharge
from
contractual
obligations,
carrying
entitlement
to
an
extension
of
time
limits
and
discharge
from
liability
to
pay
damages.
10.
ASSIGNMENT
OF
AGREEMENT
The
Licensee
is
not
entitled
to
assign
any
of
his
rights
under
this
Agreement
without
the
Licensor’s
prior
written
consent.
11.
ENTIRE
AGREEMENT
AND
AMENDMENTS
This
Agreement
constitutes
the
entire
agreement
between
the
parties
on
all
issues
to
which
this
Agreement
relates.
Any
amendments
to
this
Agreement
shall
be
made
in
writing,
as
shall
all
undertakings
as
to
performance
and
other
undertakings,
consent
and
agreements,
in
connection
with
the
Agreement.
12.
WAIVER
Failure
by
either
party
to
enforce
any
provision
of
this
Agreement
will
not
be
deemed
a
waiver
of
future
enforcement
of
that
provision
or
any
other
provision
of
the
Agreement.
13.
SEVERABILITY
If
any
provision
of
this
Agreement
or
part
there
of
shall
to
any
extent
be
or
become
invalid
or
unenforceable,
the
remainder
of
this
Agreement
shall
continue
in
full
force
and
effect.
14.
APPLICABLE
LAW
AND
DISPUTES
This
Agreement
shall
be
construed
in
accordance
with
and
be
governed
by
the
laws
of
Spain
excluding
any
rules
on
conflict
of
laws.
Any
disputes
arising
out
of
or
in
connection
to
this
Agreement
shall
be
finally
settled
by
the
competent
Spanish
courts.
*****
farmerswife Service and Maintenance Agreement, last changed August 27, 2008 Page 2 of 2