1. THE SUBJECT OF THE AGREEMENT

1.1. The Customer instructs and the Contractor assumes obligations to support software products (hereinafter referred to as PP): “”, registration number: .

1.2. The scope of support includes the following services:

1.2.1. settings of the main parameters of the software;

1.2.2. modification, customization and finalization of software in relation to the needs of the Customer;

1.2.3. updating releases of software configurations and program files;

1.2.4. consultations on working with software with the Contractor visiting the Customer’s territory;

1.2.5. remote support (without going to the Customer’s territory);

2. RIGHTS AND OBLIGATIONS OF THE PARTIES

2.1. The Contractor undertakes to provide services in accordance with the list provided for in clause 1.2 of this Agreement. The specified services are provided by the Contractor only if the Customer complies with all the requirements of the Software License Agreement specified in clause 1.1 of this Agreement.

2.2. The parties are obliged to agree on the date and time of visits of the Contractor’s specialist to the Customer no less than business days before the departure.

2.3. The Contractor's specialist is obliged to arrive to the Customer on the appointed day and time.

2.4. If it is necessary to reschedule the date and/or time of a meeting, the Parties are obliged to inform each other about this no later than a working day before the scheduled meeting.

2.5. The Contractor undertakes to provide the services provided for in this agreement on weekdays, from Monday to Friday, from 10:00 to 20:00, but not more than 8 (eight) hours. Hours beyond these limits are considered overtime. If the Customer needs to provide services by the Contractor overtime, as well as on weekends and holidays, payment is made at increased rates in accordance with clause 4.6 of this Agreement.

2.6. The Customer undertakes to promptly accept and pay for the services provided by the Contractor in the amount and terms provided for in Section 4 of this Agreement.

2.7. The Contractor has the right to suspend the provision of services under this Agreement if the Customer fails to comply with the terms of payment (see section 4 of this Agreement).

2.8. The Contractor has the right to independently determine the forms and methods of providing services, based on the terms of this Agreement and the conditions created by the Customer for the provision of services by the Contractor. At the Contractor's discretion, services under the Agreement may be provided outside the Customer's territory.

2.9. In the event that the Contractor travels to the Customer’s territory, the Customer undertakes to provide the Contractor with one computer-equipped workplace necessary for the provision of services provided for in this Agreement. The computer must have access to the supported software and the following configuration: .

2.10. The Customer has the right to check the progress and quality of the services provided by the Contractor at any time, without directly interfering with its activities.

2.11. The Customer undertakes to sign Work Time Sheets to the Contractor as they are provided by the Contractor.

2.12. During the operation of the Software, the Customer is obliged to create a daily backup copy of the database and registration log specified by the Software in order to prevent loss of data for reasons beyond the control of the Parties.

2.13. The archival copy specified in clause 2.12 of this Agreement is created and stored by the Customer on a magnetic medium different from the working database medium.

2.14. The Customer must not carry out actions aimed at attracting the Contractor’s specialists to work for the Customer with the transition to work for them, either as a full-time employee or as a part-time employee.

3. ACCOUNTING OF WORKING TIME AND SERVICES PROVIDED

3.1. Recording of working time and services provided specified in clause 1.2 of this Agreement is maintained by the Parties by drawing up Working Time Record Sheets (hereinafter referred to as LWR).

3.2. LURV contains the following information:

• date of provision of services;
• the name of the Contractor's specialist who provided the services;
• list of services provided, including remote consulting;
• amount of working time spent;
• comments about shortcomings in the services provided.

3.3. The presence of the Customer’s signature in the LURV means the Customer’s acceptance of the services provided by the Contractor and confirms the amount of the Contractor’s working time spent on the provision of services, subject to payment by the Customer. When indicating the duration of work of the Contractor's specialist in the LURVs, rounding is done to the nearest 0.5 hour.

3.4. At the end of the calendar month, the Parties draw up a Certificate of Acceptance of Services Rendered (hereinafter referred to as the Certificate), which, based on the Working Time Sheets, reflects all services provided, the amount of working time spent and the cost of services provided, determined in the manner prescribed in Section 4 of this Agreement .

3.5. At the request of the Customer, the Contractor shall attach to the Certificate of Acceptance of Services Rendered a Report on Services Rendered, which contains:

• list of services provided in the reporting month;
• list of services postponed to the next month;

3.6. If there are claims against the Contractor, the Customer is obliged to provide the Contractor with a written reasoned refusal to accept the services provided within working days from the receipt of the Certificate. The basis for refusal to accept the services provided under this Agreement may be failure to comply with the requirements directly specified in the Application, as well as comments in the LURV about shortcomings in the services provided. After receiving the Customer’s written reasoned refusal to accept the services provided, the Customer and the Contractor draw up, within the time period agreed upon by the Parties, an Act with a list of necessary improvements and deadlines for their implementation, or the Contractor provides the Customer with a justification for the impossibility of eliminating these shortcomings.

3.7. If the Customer fails to provide, within the period specified in clause 3.6 of this Agreement, a written reasoned refusal to sign the Certificate and fails to comply with the requirements of clause 3.4. of this Agreement, it is considered that the Contractor has delivered and the Customer has accepted the services provided in accordance with the Certificate in full without claims, and the Customer is obliged to make final payments to the Contractor no later than business days from the date of receipt of the Certificate.

3.8. The Customer who, within days after accepting the Contractor's services, discovers deviations from the terms of this Agreement or other deficiencies that could not be identified upon acceptance (hidden defects), is obliged to notify the Contractor about this.

3.9. If the Customer's claims are justified, the Contractor is obliged to eliminate defects and deficiencies in the services provided on his own and at his own expense.

4. COST OF SERVICES, PAYMENT PROCEDURE AND TIMELINES

4.1. The actual cost of services provided under this Agreement during a calendar month is determined on the basis of the Working Time Sheets signed by the Parties.

4.2. The cost of one hour of working time of the Contractor’s specialist is rubles. The amount is not subject to VAT (based on Articles 346.12 and 346.13 of Chapter 26.2 of the Tax Code of the Russian Federation).

4.3. Settlements between the Customer and the Contractor are made in rubles, based on invoices issued to the Customer by the Contractor at the end of the calendar month.

4.4. Payment of invoices is made by the Customer within working days from the date of issue of the invoice by the Contractor by non-cash transfer of funds to the settlement account of the Contractor. The obligation to pay is considered properly fulfilled at the moment the payment amount is credited to the Contractor's bank account.

4.5. The rate for overtime hours (clause 2.5), for services provided by the Contractor on weekends and holidays upon request and in agreement with the Customer, as well as for emergency calls is equal to: .

4.6. The change in the cost of a working hour for the Contractor's specialist is agreed upon with the Customer and is recorded in the Additional Agreement to this Agreement signed by both Parties.

5. DURATION OF THE AGREEMENT

5.1. The agreement comes into force from the moment of signing and is valid until “” 2020.

5.2. This Agreement is automatically extended for the next year unless either Party has declared in writing its intention to terminate or limit the duration of the Agreement.

5.3. This Agreement may be terminated by mutual agreement of the Parties with written notice no less than days in advance, or in the manner established by the current civil legislation of the Russian Federation.

6. RESPONSIBILITY OF THE PARTIES

6.1. Provided that the Customer fulfills its obligations, the Contractor is responsible for the professional and high-quality provision of services provided for in this Agreement.

6.2. The Contractor guarantees to the Customer that, during the term of this Agreement, in the event of a failure in the software settings created by the Contractor during their operation, all services to restore the functionality of the program will be performed by and at the expense of the Contractor. The basis is confirmation of the failure through repeated demonstration of a similar situation to the Contractor on the database restored from the archive copy.

6.3. The Contractor is not responsible for the failure of the software in the part that was not configured by the Contractor. In this case, all services for diagnosing and restoring the functionality of the software product are performed at the expense of the Customer.

6.4. The Contractor is not responsible for irreparable destruction of databases on the Customer’s computers resulting from power failures, equipment failures, failure to follow user instructions (hereinafter referred to as UI) created by the Contractor or set out in the user manual specified in clause 1.1 of this Agreement, as well as for failure to comply The customer archival copying of databases or log books.

7. PRIVACY

7.1. The Parties undertake not to disclose confidential information about each other and about their business activities, technical developments, and also not to use information received as part of the implementation of this Agreement to the detriment of each other, both during the validity and after the completion or termination of this Agreement . Any information regarding the financial, commercial, technical (including regulatory and technical) position of the Parties or information that is directly designated by the Parties as confidential and is indicated in the List of Confidential Documents provided to the other Party is considered confidential.

7.2. The parties are responsible to each other within the framework of current legislation for the unauthorized transfer to third parties of confidential information defined in clause 7.1 of this Agreement.

8. INTELLECTUAL PROPERTY

8.1. The parties agree that from the moment of signing this Agreement, all rights in relation to methods, algorithms, program code, methods and techniques developed and used by the Contractor to obtain the results of work under this Agreement belong to the Contractor without limitation of terms and territory.

9. FORCE MAJEURE CIRCUMSTANCES

9.1. The parties are released from liability for partial or complete failure to fulfill their obligations under this Agreement if their fulfillment is prevented by an extraordinary circumstance that cannot be overcome under the given conditions (force majeure).

9.2. By force majeure circumstances, the Parties understand such circumstances as: earthquakes, fires, floods, other natural disasters, epidemics, accidents, explosions, military actions, as well as changes in legislation that resulted in the impossibility of the Parties to fulfill their obligations under the Agreement.

9.3. If force majeure circumstances arise that prevent the fulfillment of obligations under this Agreement by one of the Parties, it is obliged to notify the other Party immediately after the occurrence of such circumstances, and the deadline for fulfilling obligations under this Agreement is postponed in proportion to the time during which such circumstances existed.

9.4. If force majeure circumstances persist for consecutive months and show no signs of termination, this Agreement may be terminated by the Customer and the Contractor by sending a notice to the other Party.

10. DISPUTE RESOLUTION

10.1. All disputes and disagreements that may arise between the Parties on issues that are not resolved in the text of this Agreement will be resolved through additional negotiations by mutual agreement of the Parties.

In this case, it is very important to separate the cost of the license provided and the cost of the work due to the different VAT regime or, the best option, to separate the contracts themselves. Another form of acquisition of rights is the purchase of a license and its “upgrade” under an agreement for the provision of services for setting up (adapting) software. According to the Civil Code of the Russian Federation, software adaptation is the introduction of changes into it, carried out solely for the purpose of operating the software on specific user hardware or under the control of specific user programs. At the same time, special permission from the copyright holder is not required for adaptation. Thus, if the licensee does not require serious reworking of the functionality of the software for which he has purchased a license, he can easily configure and adapt the software without fear of violating the exclusive right of the licensor.

Agreement for copyright maintenance of software example

In cases where the Contractor reasonably believes that the problem reported by the Customer is not an error in the software itself, but is related to the inoperability of other programs or hardware on which the software is installed, he is obliged to notify the Customer in writing. In this case, the Contractor will not take further measures aimed at eliminating the error, other than on the basis of a written instruction on its part. If, after fixing the problem, it was truly established that this error is not related to the software, the Contractor and the Customer sign an additional agreement to this Agreement, which will determine the list, cost and payment procedure for additional work to eliminate the error.

Software support agreement

Ensure that the Customer's employees comply with the rules for operating information systems, computer equipment, peripheral equipment and software maintained by the Contractor. 2.4. The customer has the right: 2.4.1. Monitor the performance by the contractor’s employees of their duties under this Agreement, including using tools. 2.4.2. In case of non-provision or poor-quality provision by the Contractor of the services provided for in this Agreement, the Customer informs him about this in writing in order to take the necessary measures.

If, within five days from the date of receipt of information about violations identified by the Customer, the Contractor does not take measures to eliminate them, the Customer has the right to refuse to fulfill this Agreement. 3. CONDITIONS AND PAYMENT PROCEDURE 3.1.

Software maintenance agreement sample form

Confidential information due to force majeure circumstances or due to the requirements of the current legislation of the Russian Federation, entered into force decisions of a court of relevant jurisdiction or legal requirements of competent government authorities and administration, provided that in the event of any such disclosure (a) the Party will notify the other Party in advance on the occurrence of a relevant event that necessitates the disclosure of Confidential Information, as well as on the conditions and timing of such disclosure; and (b) the Party will disclose only that part of the Confidential Information, the disclosure of which is necessary due to the application of the provisions of the current legislation of the Russian Federation, the decisions of the courts of the relevant jurisdiction that have entered into legal force, or the legal requirements of the competent government authorities and administration. 8.3.

Exhibitions

The archival copy specified in clause 2.12 of this Agreement is created and stored by the Customer on a magnetic medium different from the working database medium. 2.14. The Customer must not carry out actions aimed at attracting the Contractor’s specialists to work for the Customer with the transition to work for them, either as a full-time employee or as a part-time employee. 3. ACCOUNTING OF WORKING TIME AND SERVICES PROVIDED 3.1. Recording of working time and services provided specified in clause 1.2 of this Agreement is maintained by the Parties by drawing up Working Time Record Sheets (hereinafter referred to as LWR).

3.2. LURV contains the following information:

• date of provision of services;
• the name of the Contractor's specialist who provided the services;
• list of services provided, including remote consulting;
• amount of working time spent;
• comments about shortcomings in the services provided.

Important

The presence of the Customer’s signature in the LURV means the Customer’s acceptance of the services provided by the Contractor and confirms the amount of the Contractor’s working time spent on the provision of services, subject to payment by the Customer. When indicating the duration of work of the Contractor's specialist in the LURVs, rounding is done to the nearest 0.5 hour. 3.4. At the end of the calendar month, the Parties draw up a Certificate of Acceptance of Services Rendered (hereinafter referred to as the Certificate), which, based on the Working Time Sheets, reflects all services provided, the amount of working time spent and the cost of services provided, determined in the manner prescribed in Section 4 of this Agreement .

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Cost of services No. Name of software Number of copies of software Cost of maintenance and technical support for software including VAT 18%, US dollars, for 1 year VAT 18%, US dollars, for 1 year. Cost of software maintenance and technical support including VAT 18%, US dollars, for the reporting period VAT 18%, US dollars, for the reporting period RMS 1 RMS base 2 8,411.04 1,283.04 2,102.76 320.76 2 RMS mapping 1 5 607.36 855.36 1 401.84 213.84 3 RMS structure 2 5 607.36 855.36 1 401.84 213.84 4 RMS wellstrat 1 2 803.68 427.68 700.92 106.92 5 RMS petrophysical modeling 2 14,018.40 2,138.40 3,504.60 534.60 6 RMS indicator simulation 2 8,411.04 1,283.04 2,102.76 320.76 Tempest 7 TempestView 1 2.12 0.32 0.53 0.08 8 TempestMORE (Black Oil & EOS) 1 14,018.40 2,138.40 3,504.60 534.60 9 TempestPVTx 1 4,203.40 641.20 1,050.85 160.30 TOTAL: 63 082.80 9,622.80 15,770.70 2,405.70 Payment schedule.

1. Terms of the program support agreement

1.1. Products- software provided under License Agreement No. __ dated “__”___________ 201_.

Direct linking of the program maintenance agreement with the license agreement is necessary for the following reasons:
1) the software being serviced is specified;
2) in fact, technical support services are sold in conjunction with a license, but are separated from the license agreement, since they are additional and not obligatory. Nevertheless, both parties are interested in the joint implementation of these agreements. The termination of one of them may naturally lead to the termination of the other.
3) technical support services are subject to VAT, so their cost is usually separated out from the license fee, which is exempt from VAT on the basis of clause 26, clause 2, article 149 of the Tax Code of the Russian Federation.

1.2. Technical support- services provided for setting up, maintaining, adapting and modifying Products or eliminating errors in them, as well as providing updates and additional software modules, other actions provided for in Section 2 of this Agreement.

Of course, this is not a complete list of services that can be provided as part of software product support.

1.3. Error- a defect in the Product code, as a result of which this Product is not able to operate in accordance with the functionality specified in the technical documentation provided for it, except for the following cases: (1) the Customer violates the rules for operating the Products in accordance with the requirements of the technical documentation provided for them; (2) use of the Products on equipment or in conjunction with software that was not recommended by the Contractor.

Since technical support for software is usually provided by the person who provided the software products to the customer under a license agreement, he is responsible for their performance for a certain period. Therefore, it is necessary to distinguish between work in connection with the guarantee of software performance provided under the license agreement from work caused by omissions of the customer licensee. The last work can also be accepted by the contractor, but without responsibility for the performance of the software being serviced if it is impossible to eliminate the error.

2. Subject of the software technical support agreement

2.1. The Contractor undertakes to provide Technical Support services at the Customer’s request, and the Customer undertakes to accept and pay for the services provided by the Contractor.

In case of provision of one-time services for installation and configuration of programs purchased under a license agreement. Usually a Software Implementation Agreement is used. The sample contract for technical support of software products under consideration has a wider application, and therefore is of a framework nature.

2.3. The parties agreed on the possibility of providing Technical Support services in the following volume and composition:

• installation of Products on the Customer’s equipment;
• setting up Products on the Customer’s equipment, including their adaptation;
• customization of Products;
• providing released updates to the Products;
• troubleshooting errors in Products;
• consulting on the procedure for using the Products.

Here is a general list of services that can be provided by the contractor. Specification of service parameters is carried out at the level of approval of applications in accordance with the procedures adopted by the contractor.

2.3. Services under the Agreement are provided in accordance with the Service Level Agreement (SLA), which is an integral part of this Agreement.

The Service Level Agreement (SLA) reflects service standards, including the procedure for interaction between the parties, including the contractor’s acceptance of requests for services, the provision by the customer of the necessary information, categories of possible problems, time to correct errors, and methods for recording the actions of the parties.

AGREEMENT

Ufa "__" ___________ 2013

2.1.4. Within 10 days from the date of conclusion of this Agreement, submit to the Customer for approval a list of the Contractor’s employees involved in the provision of services. The Contractor undertakes to notify the Customer in advance of upcoming changes in the composition of employees involved in the provision of services under this Agreement, and to make the corresponding changes only in agreement with the Customer.

2.2. The performer has the right:

2.2.1. In case of failure by the Customer to fulfill the obligations provided for in clauses 2.3.2 - 2.3.4 of this Agreement, suspend the provision of services provided for in this Agreement.

2.2.2. Involve third parties in the provision of services under this Agreement with the consent of the Customer. The Contractor is responsible to the Customer for the consequences of non-fulfillment or improper fulfillment of obligations brought by third parties.

2.3. The customer is obliged:

2.3.1. Timely pay for the Contractor's services under this Agreement.

2.3.2. Provide the necessary technical conditions for their provision at the start of the provision of services.

2.3.3. Provide, in accordance with the Customer's access control requirements, access for the Contractor's employees to information systems, computer equipment, peripheral equipment and software of the Customer. Access to the Customer's server premises is provided to the Contractor's employees included in the list agreed with the Customer.

2.3.4. Ensure that the Customer's employees comply with the rules for operating information systems, computer equipment, peripheral equipment and software maintained by the Contractor.

2.4. The customer has the right:

2.4.1. Monitor the performance by the contractor’s employees of their duties under this Agreement, including using tools.

2.4.2. In case of non-provision or poor-quality provision by the Contractor of the services provided for in this Agreement, the Customer informs him about this in writing in order to take the necessary measures. If, within five days from the date of receipt of information about violations identified by the Customer, the Contractor does not take measures to eliminate them, the Customer has the right to refuse to fulfill this Agreement.

3. CONDITIONS AND PAYMENT PROCEDURE

3.1. All payments under this Agreement are made in Russian rubles according to the bank details of the Parties specified in this Agreement, unless other details are indicated in the invoice for payment.

3.2. Payment is made according to the payment schedule quarterly upon provision of services within 25 banking days from the date the Customer receives the invoice issued by the Contractor on the basis of the Services Acceptance Certificates signed by the Parties.

3.3. Primary accounting documents drawn up to fulfill the obligations of the Parties under this Agreement must comply with the requirements of current legislation.

The Parties have the right not to accept for consideration and execution documents drawn up to fulfill the obligations of the Parties under this Agreement that do not comply with the requirements of this paragraph.

Original documents drawn up to fulfill the obligations of the Parties under this Agreement (invoices, invoices, service acceptance certificates, invoices) submitted to the Customer must be sent to the address: Russian Federation, Ufa, st. Bekhtereva 3/1.

3.4. The contact persons of the Parties under this Agreement are:

from the Customer – ____________________, tel. ___________________.

from the Contractor – ____________________, tel. ___________________.

4. Procedure for delivery and acceptance of SERVICES

4.1. Acceptance of services provided is carried out by signing the Service Acceptance Certificates by the Parties.

4.2. At the end of each quarter, the Contractor provides the Customer with a signed Service Acceptance Certificate and an information report no later than the 1st (first) day of the month following the reporting month. The Customer is obliged to sign within 5 (five) calendar days from the date of receipt the Certificate provided by the Contractor or, if there are comments on the services provided, to submit a reasoned refusal to sign it indicating the comments that must be eliminated.

4.3. Simultaneously with the delivery to the Customer of the Service Acceptance Certificate in accordance with clause 4.2 of this Agreement, the Contractor undertakes to provide the Customer with an invoice issued in compliance with the procedure established by the legislation of the Russian Federation.

4.4. The Contractor, having received the Customer’s reasoned refusal to sign the Service Acceptance Certificate, is obliged to eliminate the deficiencies, after which the Customer re-considers and accepts the services for the corresponding reporting period.

4.5. If, after eliminating the deficiencies and re-accepting the services, they do not comply with the requirements of the Agreement and are not accepted by the Customer, the latter has the right to refuse to fulfill this Agreement and demand compensation from the Contractor for damages caused.

5. RESPONSIBILITY OF THE PARTIES

5.1. The parties are responsible for failure to fulfill or improper fulfillment of their obligations under this Agreement in accordance with the current legislation of the Russian Federation.

5.2. The Contractor is responsible for the safety of materials, equipment or other property transferred to it for the provision of services under this Agreement, necessary for the proper fulfillment of obligations.

5.3. Collection of any penalties, penalties, fines, interest provided for by the legislation of the Russian Federation and/or this Agreement for violation of any obligation arising from this Agreement does not relieve the Parties from fulfilling such obligation in kind.

5.4. In case of violation by the Contractor of the deadlines for providing documents for payment for services provided, provided for in clauses 4.2-4.3 of this Agreement, the Customer has the right to recover from the Contractor a penalty in the form of a penalty for each day of delay in the amount of 0.1% of the cost of services indicated in the untimely submitted service acceptance certificate or invoice.

5.5. In case of failure to provide or poor-quality provision of services by the Contractor under this Agreement, the Customer has the right to demand payment of a fine in the amount of 0.1% of the cost of services not provided/poor quality for each day of delay in the provision of services .

6. TERM OF THE AGREEMENT

6.1. This Agreement comes into force from the moment it is signed by both Parties and is valid for one year, and in terms of payments - until the Parties fully fulfill their obligations under this Agreement.

7. FORCE MAJEURE

7.1. The Parties are not responsible for failure to fulfill any of their obligations if they prove that such failure was caused by Force Majeure, i.e. events or circumstances truly beyond the control of such Party that occurred after the conclusion of this Agreement and are of an unforeseen and unpreventable nature. . Force majeure circumstances include, in particular, fires, floods, earthquakes, military actions, etc. and their consequences, as well as prohibitive measures by government authorities, if these circumstances directly affected the execution of this Agreement.

7.2. The time required by the Parties to fulfill their obligations under this Agreement will be extended by any period during which execution was delayed due to the listed circumstances.

7.3. In the event of force majeure circumstances lasting more than 30 (thirty) days, either party has the right to terminate this Agreement upon written notice to the other party.

7.4. Despite the occurrence of force majeure, before the termination of this Agreement due to force majeure circumstances, the Parties shall make final mutual settlements.

7.5. A Party for which it has become impossible to fulfill its obligations under this Agreement due to the occurrence of force majeure circumstances must immediately inform the other Party in writing about the occurrence of the above circumstances, and also provide the other Party with confirmation of force majeure circumstances within 30 days. Such confirmation will be a certificate or other relevant document issued by the Chamber of Commerce and Industry or another organization (body) performing similar functions located at the place where force majeure circumstances occurred.

8. PRIVACY

8.1. For the purposes of this Agreement, the term “Confidential Information” means any information under this Agreement that has actual or potential value due to its unknownness to third parties, not intended for wide distribution and/or use by an unlimited number of persons, meeting the requirements of current legislation.

8.2. The Parties undertake to preserve Confidential Information and take all necessary measures to protect it, including in the event of reorganization or liquidation of the Parties. The Parties hereby agree that they will not disclose or allow the Disclosure of Confidential Information to any third parties without the prior written consent of the other Party, except in cases of unintentional and/or forced disclosure of Confidential Information due to force majeure circumstances or due to the requirements of the current legislation of the Russian Federation that have entered into force decisions of a court of competent jurisdiction or legal requirements of competent government authorities, provided that in the event of any such disclosure (a) the Party will provide prior notice to the other Party of the occurrence of the relevant event that requires the disclosure of Confidential Information, as well as the terms and conditions such disclosure; and (b) the Party will disclose only that part of the Confidential Information, the disclosure of which is necessary due to the application of the provisions of the current legislation of the Russian Federation, the decisions of the courts of the relevant jurisdiction that have entered into legal force, or the legal requirements of the competent government authorities and administration.

8.3. The relevant Party to this Agreement is responsible for the actions (inaction) of its employees and other persons who have access to Confidential Information.

8.4. For the purposes of this Agreement, “Disclosure of Confidential Information” means actions of the other Party unauthorized by the relevant Party, as a result of which any third parties gain access and the opportunity to familiarize themselves with Confidential Information. Disclosure of Confidential Information also recognizes the inaction of the relevant Party, expressed in failure to ensure an adequate level of protection of Confidential Information and resulting in access to such information by any third parties.

8.5. The Relevant Party is responsible for losses that may be caused to the Customer as a result of disclosure of Confidential Information or unauthorized use of Confidential Information in violation of the terms of this article, except for the cases of disclosure of Confidential Information provided for in this article.

8.6. The transfer of Confidential Information is documented in a protocol signed by authorized persons of the Parties.

8.7. The transfer of Confidential Information via open channels of telephone and fax communications, as well as using the Internet, without taking appropriate protection measures that satisfy both Parties is prohibited.

9. ANTI-CORRUPTION CONDITIONS

9.1. In fulfilling their obligations under this Agreement, the Parties, their affiliates, employees or intermediaries do not pay, offer to pay or authorize the payment of any funds or valuables, directly or indirectly, to any persons to influence the actions or decisions of these persons in order to obtain any undue advantage or other improper purpose.

9.2. When fulfilling their obligations under this Agreement, the Parties, their affiliates, employees or intermediaries do not carry out actions qualified by the legislation applicable for the purposes of this Agreement, such as giving / receiving a bribe, commercial bribery, as well as actions that violate the requirements of applicable legislation and international acts on combating the legalization (laundering) of proceeds from crime.

9.3. Each of the Parties to this Agreement refuses to stimulate in any way the employees of the other Party, including by providing sums of money, gifts, gratuitous performance of work (services) to them and other methods not specified in this paragraph that place the employee in a certain dependence and aimed at ensuring that this employee performs any actions in favor of the Party stimulating him.

The employee’s actions carried out in favor of the Party stimulating him are understood as:

§ providing unjustified advantages compared to other counterparties;

§ provision of any guarantees;

§ acceleration of existing procedures;

at Branch No. 2 of the Moscow State Technical University of the Bank of Russia

By customer:

CEO

UfaNIPIneft"

______________ //

From the Artist:

CEO

Systems"

_____________ //

Application

No. ________________ dated “___” ___________ 2013

Agreement on the quality of technical support services provided

1.

2. List and procedure for providing services:

2.1. In accordance with the terms of clause 1.1 of the Agreement, the Services mean the following:

- providing the Customer with modified/improved versions of the software distributed by the manufacturer without charging additional fees;

Providing the Customer with documentation about resolved errors and software modifications;

Providing Customer support by telephone and email in the form of consultations and recommendations on the use and/or maintenance/maintenance of the software.

2.2. If any emergency problem arises in the operation of the Software, the Customer, as part of receiving software maintenance, can contact the Contractor by email, phone or fax via the hotline, which is open from Monday to Friday from 10-00 to 18-00 (Moscow time, with the exception of days that are non-working holidays in accordance with current legislation). An emergency problem is considered to be deterioration, failure or failure of the software used. Wherein:

2.2.1. Problems that do not cause delays or interfere with other systems must be reported in writing. The written form is considered to be observed when the message is sent by fax or email to the address: *****@***ru, *****@***ru.

2.2.2. The Customer must provide the materials and information necessary for the Contractor to reproduce the identified problem in the operation of the software, and also provide the Contractor with remote access to the software. The Contractor is obliged to correct errors found in the current version of the software by adjusting or replacing versions of its object or executable code.

2.3. Types of errors, methods and timing for their elimination:

2.3.1. Critical errors. A critical error makes the software inoperable. The Contractor allocates workers from its staff to correct a critical error, including, if necessary and at its discretion, sending workers directly to the Customer at its own expense.

2.3.2. Minor errors. These include all other types of software errors. The Contractor will take all reasonable and reasonable measures to include the result of correcting this error in the next major version of the software.

2.4. In cases where the Contractor reasonably believes that the problem reported by the Customer is not an error in the software itself, but is related to the inoperability of other programs or hardware on which the software is installed, he is obliged to notify the Customer in writing. In this case, the Contractor will not take further measures aimed at eliminating the error, other than on the basis of a written instruction on its part. If, after fixing the problem, it was truly established that this error is not related to the software, the Contractor and the Customer sign an additional agreement to this Agreement, which will determine the list, cost and payment procedure for additional work to eliminate the error.

2.5. Maintenance and technical support provided for in the Agreement does not include maintenance in relation to:

2.5.1. Defects or errors resulting from any changes to the version of the software used by the Customer made by any person other than ROXAR and the Contractor.

2.5.2. Any version of the software other than the version (current version) recommended for use at a given time by the software manufacturer (copyright holder) or the current version immediately preceding it, within six months after the release of the current version.

2.5.3. Incorrect use by the Customer of the current version of the software or operator error.

2.5.4. Any defect in the Equipment or any programs used by the Customer in conjunction with the current version of the Software.

2.5.5. Defects or errors caused by the use of the current version on or with computers (other than Hardware) or the use of programs not manufactured by ROXAR and which have not been approved in writing by ROXAR, provided that for this purpose any programs designed to work with the current version of the software in accordance with the technical documentation is considered approved by ROXAR in writing.

2.5.6. Supporting or other programs that have been provided to the Customer for limited use, which are provided on an “as is” basis.

2.6. Services that do not fall under Maintenance and technical support due to the limitations of clause 2.5 of this Appendix are provided by the Contractor for a fee.

2.7. The Contractor must immediately notify the Customer of any improved version of the Software that the Software manufacturer (copyright holder) periodically makes available to all other licensees in Europe.

2.8. After such notification, the Contractor must ensure that the Customer is provided with executable code of the improved version of the Software in machine-readable form, along with technical documentation, within a reasonable time.

2.9. Once provided, the improved version becomes the current version of the Software, to which the provisions of the Agreement and this Appendix will accordingly apply.

4. Duration of service provision: 1 year from the date of signing the Agreement.

5. Place of provision of services:

: Russian Federation, Ufa, st. Bekhtereva 3/1.

The Contractor provides Services in UfaNIPIneft st. _______________________

6. Cost of services

Payment schedule. Payment for services is made in stages:

For the period of provision of services from November 1, 2013. until December 31, 2013 in the amount of 10,513.80 (Ten thousand five hundred thirteen and 80/100) US dollars, including VAT in the amount of 1,603.80 (One thousand six hundred three and 80/100) US dollars;

For the period from January 1, 2014 until September 30, 2014, payments are made quarterly,

the cost of services will be 15,770.70 (Fifteen thousand seven hundred seventy and 70/100) US dollars, including VAT in the amount of 2,405.70 (Two thousand four hundred five and 70/100) US dollars

For the period from October 1 to October 31, 2014 in the amount of 5,256.90 (Five thousand two hundred fifty-six and 90/100) US dollars, including VAT in the amount of 801.90 (Eight hundred and one and 90/100) US dollars ;

5.1. The total cost of the Services under this Agreement is 63,082.80 (Sixty-three thousand eighty-two and 80/100) US dollars, including VAT 18% 9,622.80 (Nine thousand six hundred twenty-two and 80/100) US dollars.

Application

to the contract for the provision of services for maintenance and technical support of software

No. ________________ dated “__” _____________ 2013

ACT delivery and acceptance No. __

for the provision of maintenance and technical support services

software

Moscow “___” ____201_

-UfaNIPIneft", hereinafter referred to as “Customer”, . R., acting on the basis of the Charter, on the one hand, and Systems", hereinafter referred to as “Executor » , . E., acting on the basis of the Charter, on the other hand, hereinafter collectively and individually referred to respectively as the “Parties” or “Party”, have drawn up this Acceptance Certificate for the provision of maintenance and technical support services as follows.

In accordance with Agreement No. ____ dated "___" ____ 201_, the Contractor provided the Customer with software maintenance and technical support services for the period from ____ to ______

1. Name of supported software:

2. Cost of Services under this Act for the period from 01/01/2014. until March 31, 2014 is: 15 770,70 (Fifteen thousand seven hundred seventy and 70/100) US dollars, including VAT 18% 2,405.70 (Two thousand four hundred five and 70/100) US dollars, which is equivalent to _______ (________) rubles at the rate of the Central Bank of the Russian Federation for _________, equal to ______, including VAT 18% _______ (________) rubles.

3. The Customer has no claims against the Contractor.

4. This Act is drawn up in 2 copies having equal legal force, one for each of the Parties.

Sample software technical support agreement. Comments and recommendations for drafting

1.1. Products– provided under the License Agreement No. __ dated “__”___________ 201_.

software.

1) the software being serviced is specified;

3) technical support services are subject to VAT, so their cost is usually separated out from the license fee, which is exempt from VAT on the basis of clause 26, clause 2, article 149 of the Tax Code of the Russian Federation.

2. Subject of the software technical support agreement

The Contractor undertakes to provide Technical Support services at the Customer’s request, and the Customer undertakes to accept and pay for the services provided by the Contractor.

Here is a general list of services that can be provided by the contractor.

Specification of service parameters is carried out at the level of approval of applications in accordance with the procedures adopted by the contractor.

STO STD 020 – 2012 Agreement for the provision of services for software and database maintenance

Provide services to the Customer personally or with the involvement, if necessary, of specialized third-party organizations.

Install software and databases on the Customer’s computers, provided that the Contractor or the Customer has the permission of the copyright holder of such software and databases with which he has entered into an appropriate license.

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Ensure the operability of installed updated software and databases, electronic document management systems, accounting information systems, subject to the Customer fulfilling his obligations and maintaining this agreement. In case of software inoperability during working hours, support in the paragraph. Provide other IT services as agreed with the Customer.

Provide services in places specified by the Customer during the Contractor’s working hours from 8.

Ensure the provision of services within the time limits established in section 4 of this agreement.

The address of the page for the software may contain the following information: Parties to the contract, in this case the customer is the contractor.

And persons acting on behalf of the accompanying person. The subject of the contract, the name of the program and the necessary manipulations with it by the contractor. In what form will the calculation be made and on the basis of what documents.

Responsibility for disclosure of information.

This point is very important and interesting.

After all, a person who will have access to the company’s software, performing his duties under the contract, gains access to information that is a trade secret. And, therefore, if a leak occurs, this will inevitably lead to certain difficulties for the customer. Thus, it is worthwhile to carefully stipulate this factor in the contract.

Sample contract for the provision of software maintenance services - from Accounting

2.4. The Contractor undertakes to eliminate deficiencies made during the provision of services at his own expense. 3.1. The Customer undertakes to promptly accept and pay for the services rendered by the Contractor in the amount and terms provided for in Section 5 of this Contract. 3.2. The Customer undertakes to provide the Contractor with free access to the computers necessary to provide the services provided for in this Contract.

Software support agreement

2.10. The Customer has the right to check the progress and quality of the services provided by the Contractor at any time, without directly interfering with its activities.

Sample contract for software support

Maintenance of any number of information databases; A permanently assigned employee who constantly works with your system, who knows well the tasks, document flow, the specifics of your enterprise, etc.