SaaS Subscription Agreement

SAAS SUBSCRIPTION AGREEMENT This AGREEMENT is made on [effective_date] between [provider_name], of [provider_address] (the "Provider"), and [customer_name], of [customer_address] (the "Customer"). 1. THE SERVICE The Provider shall make available to the Customer, on a subscription basis, the hosted software service known as "[service_name]" (the "Service"): [service_description] 2. LICENCE The Provider grants the Customer a non-exclusive, non-transferable right to access and use the Service for its internal business purposes during the subscription term. No copy of the software is delivered, and no ownership passes. 3. RESTRICTIONS The Customer shall not: sublicense, resell or make the Service available to third parties; reverse-engineer or attempt to derive the source code; circumvent usage limits or security measures; or use the Service to store or transmit unlawful, infringing or malicious material. 4. FEES AND TERM 4.1 The subscription fee is Rs. [subscription_fee], billed [billing_cycle], exclusive of Goods and Services Tax. 4.2 The initial term is [term_months] months, renewing automatically unless either party gives thirty days' notice before the end of the then-current term. 4.3 Fees are non-refundable save as expressly provided. 5. SERVICE LEVELS The Provider shall use commercially reasonable efforts to make the Service available [uptime_percent]% of the time each calendar month, excluding scheduled maintenance notified in advance and downtime caused by force majeure or by the Customer's own systems. 6. CUSTOMER DATA 6.1 The Customer retains all ownership of data it uploads to the Service. 6.2 The Provider shall process such data only to provide the Service, shall apply reasonable technical and organisational security measures, and shall not disclose it save as required by law. 6.3 On termination the Provider shall make the Customer's data available for export for thirty days, after which it may be deleted. 6.4 The parties shall each comply with applicable data protection law, including the Digital Personal Data Protection Act, 2023. 7. SUPPORT The Provider shall provide support through its published channels during business hours. 8. SUSPENSION The Provider may suspend access for non-payment, or where the Customer's use threatens the security or integrity of the Service, after giving notice where reasonably practicable. 9. LIMITATION OF LIABILITY The Provider's aggregate liability shall not exceed the fees paid in the twelve months preceding the claim. Neither party is liable for indirect or consequential loss. 10. GOVERNING LAW Governed by the laws of India, with disputes referred to arbitration under the Arbitration and Conciliation Act, 1996. FOR THE PROVIDER FOR THE CUSTOMER [provider_name] [customer_name]