On this pageStandard terms

CSA With SLA

This page previews the CSA With SLA cover page and its fields. The binding terms are the external Standard Terms linked below; download the Word file to fill in and execute.

Standard terms

This cover page references the Standard Terms posted externally. View standard terms at https://commonpaper.com/standards/cloud-service-agreement/2.1.

Cover page fields

FieldDescriptionCommon Paper default
Company NameCompany name (shown in header)
Provider NameName of the Provider
Customer NameName of the Customer
Key Terms Effective DateEffective Date of the Key Terms
Custom Start DateCustom start date
  • Date of last signature on this Order Form
Additional Warranty Provider DetailAdditional warranty text provided by the Provider
Additional Warranty Customer DetailAdditional warranty text provided by the Customer
Non Renewal Notice DaysNon-renewal notice days
No Auto RenewSet to true when this Order Form does not automatically renew, modifying Section 5.1 of the Standard Terms.
  • Non-Renewal Notice Date:
  • Does not auto-renew
Cloud ServiceDescription of the cloud service
Subscription PeriodLength of access to the service
Pilot PeriodLength of pilot/trial period
Use LimitationsDescription of use limitations or prohibited uses of the Cloud Service
Technical SupportDescription of support
Support Policy ReferenceReference to support policy
Professional Services ReferenceSOW or PSA reference
Professional Services DescriptionProfessional services description
Pilot ModificationsSet to true when modifications to the Agreement apply only during the Pilot Period.
  • Pilot-period modifications
Has Target UptimeSet to true when a Target Uptime percentage is specified in the SLA.
  • Target Uptime:
  • Target Response Time:
Has Target Response TimeSet to true when Target Response Times are specified in the SLA.
Professional Services By ReferenceSet to true when professional services are described by reference to an external SOW or PSA.
  • Professional services by reference
  • Professional services described
  • Payment Process for these services:
Professional Services DescribedSet to true when professional services are described inline in the Order Form.
Support Start TimeStart time for support
Support End TimeEnd time for support
Support DaysDays of the week for support
Support TimezoneSupport timezone
Response Time UnitResponse time unit
Resolution Time UnitResolution time unit
FeesSubscription fee amount
Fee UnitFee billing unit
Custom Fee StructureCustom fee structure description (used with fee_is_other)
Professional Services BillingHow professional services fees will be billed
Fee Increase Max PercentMaximum fee increase percentage per renewal (used with fee_may_increase)
Fee Increase PercentFee increase percentage per renewal (used with fee_will_increase)
Payment FrequencyPayment frequency
Payment Terms DaysDays to pay after invoice
Payment Due FromWhen payment terms start
Pilot Has FeeSet to true when the Pilot Period has an associated fee (not a free trial).
  • Fee for Pilot Period:
  • Free trial
Fee Is Per UnitSet to true when fees are charged per unit (e.g., per user, per month).
  • per
  • Other fee structure:
  • Fees may increase up to
  • Fees will increase
  • Fees inclusive of taxes
Fee Is OtherSet to true when a custom fee structure applies. Describe in custom_fee_structure.
Fee May IncreaseSet to true when fees may increase up to a specified percentage upon renewal.
Fee Will IncreaseSet to true when fees will automatically increase upon renewal.
Fee Inclusive Of TaxesSet to true when fees are inclusive of taxes, modifying Section 4.1 of the Standard Terms.
Payment By InvoiceSet to true when payment is by invoice (not automatic payment).
  • Pay by invoice
  • Automatic payment
Professional Services PaymentSet to true when a separate payment process applies to professional services.
Increased Claim Other DetailDescription of a custom Increased Claim category
Unlimited Claim Other DetailDescription of a custom Unlimited Claim category
General Cap AmountGeneral liability cap amount
Cap MultiplierLiability cap multiplier
Increased Cap AmountIncreased liability cap amount
Greater Of DollarGreater-of dollar amount
Greater Of MultiplierGreater-of multiplier
Has Provider Covered ClaimsSet to true when Provider Covered Claims (IP indemnification) are included.
  • Provider Covered Claims:
  • Customer Covered Claims:
Has Customer Covered ClaimsSet to true when Customer Covered Claims (IP and restrictions indemnification) are included.
General Cap TypeHow 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.
  • Multiple of fees paid
  • $
  • The greater of $
Increased Cap TypeHow the Increased Cap Amount (higher liability limit for Increased Claims) is calculated. Same options as general_cap_type.
  • Multiple of fees paid
  • $
  • The greater of $
Increased Claim Breach PrivacySet to true when breach of Section 3 (Privacy & Security) should be classified as an Increased Claim with a higher liability cap.
  • Privacy & security breach
  • Confidentiality breach (excluding data/security)
  • Indemnification obligation
  • Privacy & security breach (gross negligence)
  • Confidentiality breach (gross negligence)
  • Other:
Increased Claim Breach ConfSet to true when breach of Section 10 (Confidentiality) should be classified as an Increased Claim (excluding data or security breaches).
Increased Claim IndemnificationSet to true when indemnification obligations for Covered Claims should be classified as an Increased Claim.
Increased Claim Breach Privacy GrossSet to true when breach of Privacy & Security resulting from gross negligence is an Increased Claim.
Increased Claim Breach Conf GrossSet to true when breach of Confidentiality resulting from gross negligence is an Increased Claim.
Increased Claim OtherSet to true to include a custom Increased Claim category. Specify in increased_claim_other_detail.
Unlimited Claim IndemnificationSet to true when indemnification for Covered Claims should have no liability cap (Unlimited Claim).
Unlimited Claim Breach Privacy GrossSet to true when breach of Privacy & Security resulting from gross negligence should have no liability cap (Unlimited Claim).
  • Privacy & security breach (gross negligence)
  • Confidentiality breach (gross negligence)
  • Privacy & security breach
  • Confidentiality breach (excluding data/security)
  • Other:
Unlimited Claim Breach Conf GrossSet to true when breach of Confidentiality resulting from gross negligence should have no liability cap (Unlimited Claim).
Unlimited Claim Breach PrivacySet to true when breach of Section 3 (Privacy & Security) should have no liability cap (Unlimited Claim).
Unlimited Claim Breach ConfSet to true when breach of Section 10 (Confidentiality) should have no liability cap (Unlimited Claim).
Unlimited Claim OtherSet to true to include a custom Unlimited Claim category. Specify in unlimited_claim_other_detail.
Other Security CertificationName of additional security certification (e.g. "ISO 27701")
Security Reasonable EffortsSet to true when Provider will use commercially reasonable efforts to secure the Cloud Service.
  • Commercially reasonable security efforts
  • Comply with a security policy
  • Annual reports or certifications
Has Security PolicySet to true when Provider has a Security Policy available at the specified DPA reference URL.
Has Security CertificationsSet to true when Provider maintains annually updated security reports or certifications.
Cert Iso 27001Set to true when Provider holds ISO 27001 certification.
  • ISO 27001
Cert Penetration TestingSet to true when Provider performs regular penetration testing.
  • Penetration testing
Cert Soc2 Type1Set to true when Provider holds SOC 2 Type I certification.
  • SOC 2 Type I
Cert Pci Level1Set to true when Provider holds PCI Level 1 certification.
  • PCI Level 1
Cert Soc2 Type2Set to true when Provider holds SOC 2 Type II certification.
  • SOC 2 Type II
Cert Pci Level2Set to true when Provider holds PCI Level 2 certification.
  • PCI Level 2
Cert HitrustSet to true when Provider holds HITRUST certification.
  • HITRUST
Cert FedrampSet to true when Provider holds FedRAMP Authorization.
  • FedRAMP Authorized
Cert OtherSet to true to include an additional security certification. Specify the certification in other_security_certification.
  • Other:
Custom Effective DateCustom effective date
  • Date of last signature on this Cover Page
Governing LawGoverning law
JurisdictionJurisdiction
Additional Warranty By ProviderSet to true when Provider is providing additional warranties beyond the Standard Terms.
  • By Provider:
  • By Customer:
Additional Warranty By CustomerSet to true when Customer is providing additional warranties beyond the Standard Terms.
Dpa ReferenceDPA reference
Insurance Commercial LiabilitySet to true when Provider must carry commercial general liability insurance with a minimum limit.
  • Commercial general liability
  • Workers' compensation
  • Errors & omissions / professional liability
  • Cyber liability insurance
  • Customer as additional insured
Insurance Workers CompSet to true when Provider must carry workers' compensation or employers' liability insurance.
Insurance Errors OmissionsSet to true when Provider must carry errors and omissions or professional liability insurance.
Insurance CyberSet to true when Provider must carry cyber liability insurance with a minimum limit.
Insurance Additional InsuredSet to true when Provider's policies will cover Customer as additional insured.
Additional Insured CommercialSet to true when Customer is additional insured on commercial general liability policy.
  • Commercial general liability
Additional Insured EoSet to true when Customer is additional insured on errors and omissions or professional liability policy.
  • Errors & omissions / professional liability
Additional Insured CyberSet to true when Customer is additional insured on cyber liability policy.
  • Cyber liability
Provider Signatory TypeWhether the Provider signatory is an entity or individual
  • Entity
  • Individual
Provider Signatory NameFull legal name of the Provider's signatory
Provider Signatory TitleTitle/role of the Provider's signatory (entity only)
Provider Signatory CompanyCompany name for the Provider signatory (entity only)
Provider Signatory EmailNotice email address for the Provider
Customer Signatory TypeWhether the Customer signatory is an entity or individual
  • Entity
  • Individual
Customer Signatory NameFull legal name of the Customer's signatory
Customer Signatory TitleTitle/role of the Customer's signatory (entity only)
Customer Signatory CompanyCompany name for the Customer signatory (entity only)
Customer Signatory EmailNotice email address for the Customer

Defaults shown are Common Paper's recommended values — see Common Paper's standard for all fields and options.

This template is a drafter's starting point. It does not constitute legal advice. Workflow support only. Not legal advice.

Based on the Common Paper CSA With SLA, available at https://commonpaper.com. Licensed under CC BY 4.0. Copyright Common Paper, Inc.