A maintenance agreement, as a separate contract, is concluded after the software has been developed and implemented. This implementation is followed by a period during which, in accordance with the terms of the agreement, the buyer uses the acquired software. During this period, however, it is crucial to ensure the proper functioning of the system. A key element of the maintenance agreement is defining what errors are, how they are to be reported, and at what times.
Errors are typically categorized into different error categories, which often determines the response time for support. Low-level errors occur when there are some irregularities in the system's operation, but these do not prevent it from functioning. A critical error, on the other hand, can be defined as one that causes a complete halt and inability to use the software.
Defining error categories will typically be followed by establishing the time allocated for response and repair. According to the terms of the maintenance contract, the entity responsible for maintenance may be required to respond 24 hours a day. For less serious errors, repair may be performed during business hours, e.g., 9 a.m. to 5 p.m.
Such agreements often include an exit plan, which outlines the terms for terminating the collaboration between the parties. An exit plan may include providing the contracting authority with all information necessary to use the system and ensuring uninterrupted and full continuation of all activities. Another consideration is the transfer of knowledge to a degree that will enable independent continuation of software maintenance and development activities after the contract expires. We may also include further provisions, such as providing the contracting authority or a third party designated by the contracting authority with access to the software vendor's reporting system, including an error repository, along with a description of the actions taken to resolve them, within a timeframe specified by the contracting authority.
In maintenance agreements, we must also remember to address copyright provisions. A common solution is to grant the client a license to the developed updates.
As with any IT contract, a maintenance agreement should anticipate various scenarios during its implementation, taking into account the specifics of the industry and specific services. A contract that details the various elements of the collaboration will help minimize the risk of future conflicts.
This alert is for informational purposes only and does not constitute legal advice.
Legal status as of March 7, 2024
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