SOFTWARE AS A SERVICE AGREEMENT (ENTERPRISE)
1. PARTIES AND ORDER
Agreement between [PROVIDER] and [CUSTOMER], effective [DATE].
2. ACCESS RIGHTS AND RESTRICTIONS
- Non-exclusive, non-transferable right to access the SaaS during the Subscription Term.
3. SERVICE LEVELS, AVAILABILITY, AND DR
- Uptime target: [99.9%] monthly.
4. SUPPORT SERVICES
- Support per Support Policy.
5. CUSTOMER OBLIGATIONS
- Provide accurate account info; comply with AUP.
6. FEES AND PAYMENT
- Late amounts accrue interest at [1.5%/month] or the maximum rate permitted under Idaho law (currently 12% per annum for contracts under Idaho Code Section 28-22-104).
7. SECURITY AND DATA PROTECTION
- Idaho Data Breach Notification: Provider shall comply with Idaho Identity Theft Protection Act (Idaho Code Section 28-51-104 et seq.) within 90 days.
8. BUSINESS CONTINUITY AND DISASTER RECOVERY
- BC/DR plan maintained and reviewed annually.
9. INTELLECTUAL PROPERTY AND FEEDBACK
- Provider retains IP; Customer retains IP in Customer Data.
10. CONFIDENTIALITY
- Idaho Trade Secrets Act (Idaho Code Section 48-801 et seq.) governs trade secret claims.
11. WARRANTIES AND DISCLAIMERS
- TO THE EXTENT PERMITTED BY IDAHO LAW, ALL OTHER WARRANTIES ARE DISCLAIMED.
12. INDEMNITIES
- Mutual indemnification.
13. LIMITATIONS OF LIABILITY
- Cap: fees paid/payable in prior [12/24] months.
14. TERM, SUSPENSION, AND TERMINATION
- Auto-renew unless notice [30/60] days prior.
15. COMPLIANCE
- Compliance with Idaho Consumer Protection Act (Idaho Code Section 48-601 et seq.).
16. GOVERNING LAW AND DISPUTE RESOLUTION
- Governing Law: Laws of the State of Idaho.
- Venue: State or federal courts in [Ada County], Idaho.
- JURY WAIVER: TO THE FULLEST EXTENT PERMITTED BY IDAHO LAW, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL.
17. MISCELLANEOUS
- Idaho Uniform Electronic Transactions Act (Idaho Code Chapter 9, Title 28) governs electronic signatures.
18. SIGNATURES
☐ Provider has reviewed and agrees to the terms
☐ Customer has reviewed and agrees to the terms
| Provider | Customer |
|---|---|
| By: __________________________ | By: __________________________ |
| Name: [NAME] | Name: [NAME] |
| Title: [TITLE] | Title: [TITLE] |
| Date: [DATE] | Date: [DATE] |
19. ATTACHMENTS
- Attachment A: Order Form
- Attachment B: SLA Policy
- Attachment C: Support Policy
- Attachment D: DPA / Security Addendum
- Attachment E: Acceptable Use Policy