Common Paper CSA With SLA
This is a fillable cover page for the Common Paper CSA With SLA. The binding terms are the external Standard Terms linked below — fill the fields here, then download the Word file to execute.
Parties
| Field | Description | Default |
|---|
| Company Name | Company name (shown in header) | |
| Provider Name | Name of the Provider | |
| Customer Name | Name of the Customer | |
Terms
| Field | Description | Default |
|---|
| Key Terms Effective Date | Effective Date of the Key Terms | |
| Custom Start Date | Custom start date | |
| Additional Warranty Provider Detail | Additional warranty text provided by the Provider | |
| Additional Warranty Customer Detail | Additional warranty text provided by the Customer | |
| Non Renewal Notice Days | Non-renewal notice days | |
| No Auto Renew | Set to true when this Order Form does not automatically renew, modifying Section 5.1 of the Standard Terms. | |
Service
| Field | Description | Default |
|---|
| Cloud Service | Description of the cloud service | |
| Subscription Period | Length of access to the service | |
| Pilot Period | Length of pilot/trial period | |
| Use Limitations | Description of use limitations or prohibited uses of the Cloud Service | |
| Technical Support | Description of support | |
| Support Policy Reference | Reference to support policy | |
| Professional Services Reference | SOW or PSA reference | |
| Professional Services Description | Professional services description | |
| Pilot Modifications | Set to true when modifications to the Agreement apply only during the Pilot Period. | |
| Has Target Uptime | Set to true when a Target Uptime percentage is specified in the SLA. | |
| Has Target Response Time | Set to true when Target Response Times are specified in the SLA. | |
| Professional Services By Reference | Set to true when professional services are described by reference to an external SOW or PSA. | |
| Professional Services Described | Set to true when professional services are described inline in the Order Form. | |
| Support Start Time | Start time for support | |
| Support End Time | End time for support | |
| Support Days | Days of the week for support | |
| Support Timezone | Support timezone | |
| Response Time Unit | Response time unit | |
| Resolution Time Unit | Resolution time unit | |
Payment
| Field | Description | Default |
|---|
| Fees | Subscription fee amount | |
| Fee Unit | Fee billing unit | |
| Custom Fee Structure | Custom fee structure description (used with fee_is_other) | |
| Professional Services Billing | How professional services fees will be billed | |
| Fee Increase Max Percent | Maximum fee increase percentage per renewal (used with fee_may_increase) | |
| Fee Increase Percent | Fee increase percentage per renewal (used with fee_will_increase) | |
| Payment Frequency | Payment frequency | |
| Payment Terms Days | Days to pay after invoice | |
| Payment Due From | When payment terms start | |
| Pilot Has Fee | Set to true when the Pilot Period has an associated fee (not a free trial). | |
| Fee Is Per Unit | Set to true when fees are charged per unit (e.g., per user, per month). | |
| Fee Is Other | Set to true when a custom fee structure applies. Describe in custom_fee_structure. | |
| Fee May Increase | Set to true when fees may increase up to a specified percentage upon renewal. | |
| Fee Will Increase | Set to true when fees will automatically increase upon renewal. | |
| Fee Inclusive Of Taxes | Set to true when fees are inclusive of taxes, modifying Section 4.1 of the Standard Terms. | |
| Payment By Invoice | Set to true when payment is by invoice (not automatic payment). | |
| Professional Services Payment | Set to true when a separate payment process applies to professional services. | |
Liability
| Field | Description | Default |
|---|
| Increased Claim Other Detail | Description of a custom Increased Claim category | |
| Unlimited Claim Other Detail | Description of a custom Unlimited Claim category | |
| General Cap Amount | General liability cap amount | |
| Cap Multiplier | Liability cap multiplier | |
| Increased Cap Amount | Increased liability cap amount | |
| Greater Of Dollar | Greater-of dollar amount | |
| Greater Of Multiplier | Greater-of multiplier | |
| Has Provider Covered Claims | Set to true when Provider Covered Claims (IP indemnification) are included. | |
| Has Customer Covered Claims | Set to true when Customer Covered Claims (IP and restrictions indemnification) are included. | |
| General Cap Type | How the General Cap Amount (baseline liability limit) is calculated. "multiplier" uses a multiple of fees, "dollar" uses a fixed amount, "greater_of" uses the greater of a dollar amount or a multiple of fees. | |
| Increased Cap Type | How the Increased Cap Amount (higher liability limit for Increased Claims) is calculated. Same options as general_cap_type. | |
| Increased Claim Breach Privacy | Set to true when breach of Section 3 (Privacy & Security) should be classified as an Increased Claim with a higher liability cap. | |
| Increased Claim Breach Conf | Set to true when breach of Section 10 (Confidentiality) should be classified as an Increased Claim (excluding data or security breaches). | |
| Increased Claim Indemnification | Set to true when indemnification obligations for Covered Claims should be classified as an Increased Claim. | |
| Increased Claim Breach Privacy Gross | Set to true when breach of Privacy & Security resulting from gross negligence is an Increased Claim. | |
| Increased Claim Breach Conf Gross | Set to true when breach of Confidentiality resulting from gross negligence is an Increased Claim. | |
| Increased Claim Other | Set to true to include a custom Increased Claim category. Specify in increased_claim_other_detail. | |
| Unlimited Claim Indemnification | Set to true when indemnification for Covered Claims should have no liability cap (Unlimited Claim). | |
| Unlimited Claim Breach Privacy Gross | Set to true when breach of Privacy & Security resulting from gross negligence should have no liability cap (Unlimited Claim). | |
| Unlimited Claim Breach Conf Gross | Set to true when breach of Confidentiality resulting from gross negligence should have no liability cap (Unlimited Claim). | |
| Unlimited Claim Breach Privacy | Set to true when breach of Section 3 (Privacy & Security) should have no liability cap (Unlimited Claim). | |
| Unlimited Claim Breach Conf | Set to true when breach of Section 10 (Confidentiality) should have no liability cap (Unlimited Claim). | |
| Unlimited Claim Other | Set to true to include a custom Unlimited Claim category. Specify in unlimited_claim_other_detail. | |
Security
| Field | Description | Default |
|---|
| Other Security Certification | Name of additional security certification (e.g. "ISO 27701") | |
| Security Reasonable Efforts | Set to true when Provider will use commercially reasonable efforts to secure the Cloud Service. | |
| Has Security Policy | Set to true when Provider has a Security Policy available at the specified DPA reference URL. | |
| Has Security Certifications | Set to true when Provider maintains annually updated security reports or certifications. | |
| Cert Iso 27001 | Set to true when Provider holds ISO 27001 certification. | |
| Cert Penetration Testing | Set to true when Provider performs regular penetration testing. | |
| Cert Soc2 Type1 | Set to true when Provider holds SOC 2 Type I certification. | |
| Cert Pci Level1 | Set to true when Provider holds PCI Level 1 certification. | |
| Cert Soc2 Type2 | Set to true when Provider holds SOC 2 Type II certification. | |
| Cert Pci Level2 | Set to true when Provider holds PCI Level 2 certification. | |
| Cert Hitrust | Set to true when Provider holds HITRUST certification. | |
| Cert Fedramp | Set to true when Provider holds FedRAMP Authorization. | |
| Cert Other | Set to true to include an additional security certification. Specify the certification in other_security_certification. | |
Legal
| Field | Description | Default |
|---|
| Custom Effective Date | Custom effective date | |
| Governing Law | Governing law | Delaware |
| Jurisdiction | Jurisdiction | courts located in New Castle County, Delaware |
| Additional Warranty By Provider | Set to true when Provider is providing additional warranties beyond the Standard Terms. | |
| Additional Warranty By Customer | Set to true when Customer is providing additional warranties beyond the Standard Terms. | |
Privacy
| Field | Description | Default |
|---|
| Dpa Reference | DPA reference | |
Insurance
| Field | Description | Default |
|---|
| Insurance Commercial Liability | Set to true when Provider must carry commercial general liability insurance with a minimum limit. | |
| Insurance Workers Comp | Set to true when Provider must carry workers' compensation or employers' liability insurance. | |
| Insurance Errors Omissions | Set to true when Provider must carry errors and omissions or professional liability insurance. | |
| Insurance Cyber | Set to true when Provider must carry cyber liability insurance with a minimum limit. | |
| Insurance Additional Insured | Set to true when Provider's policies will cover Customer as additional insured. | |
| Additional Insured Commercial | Set to true when Customer is additional insured on commercial general liability policy. | |
| Additional Insured Eo | Set to true when Customer is additional insured on errors and omissions or professional liability policy. | |
| Additional Insured Cyber | Set to true when Customer is additional insured on cyber liability policy. | |
Signature Block
| Field | Description | Default |
|---|
| Provider Signatory Type | Whether the Provider signatory is an entity or individual | entity |
| Provider Signatory Name | Full legal name of the Provider's signatory | |
| Provider Signatory Title | Title/role of the Provider's signatory (entity only) | |
| Provider Signatory Company | Company name for the Provider signatory (entity only) | |
| Provider Signatory Email | Notice email address for the Provider | |
| Customer Signatory Type | Whether the Customer signatory is an entity or individual | entity |
| Customer Signatory Name | Full legal name of the Customer's signatory | |
| Customer Signatory Title | Title/role of the Customer's signatory (entity only) | |
| Customer Signatory Company | Company name for the Customer signatory (entity only) | |
| Customer Signatory Email | Notice email address for the Customer | |
This template is a drafter's starting point. It does not constitute legal advice. Workflow support only. Not legal advice.