Maintenance Agreement template

Overview

A maintenance agreement governs an ongoing service under which a supplier keeps equipment, software or installed systems in working order for a client, typically in return for a recurring fee, as distinct from a one-off installation or supply contract. It is a general-purpose template suited to equipment maintenance, building or plant servicing, IT hardware support, or any comparable recurring upkeep arrangement (a dedicated software maintenance or SaaS support arrangement is often better handled by a specific SaaS agreement). As a contract for services, it is subject to the general law of contract and, for a business client, the implied term under section 13 of the Supply of Goods and Services Act 1982 that services will be carried out with reasonable care and skill. Where any parts or replacement components are supplied as part of the maintenance, section 4 of that Act implies terms as to satisfactory quality and fitness for purpose for goods supplied under a contract for services. Exclusion and limitation clauses remain subject to the reasonableness test under the Unfair Contract Terms Act 1977. When to use it: whenever a supplier is engaged to maintain, service or support equipment, installations or systems on an ongoing basis, whether under a scheduled preventive maintenance regime, an on-call/reactive support model, or a combination of both. Parties: the supplier (who carries out the maintenance) and the client (who owns or operates the equipment or system being maintained). Key clauses: the equipment or system covered and the scope of maintenance included (and excluded); the maintenance schedule (preventive visits) and response times for reactive call-outs; spare parts and consumables (included or separately chargeable); fees and payment terms; the client's obligations (access, safe working conditions, prompt fault reporting); warranties and liability limitation; and term and termination. Pitfalls to avoid: leaving the scope of 'maintenance' undefined, which leads to disputes over whether a given repair is covered by the recurring fee or chargeable separately; failing to set a concrete response time for reactive call-outs, leaving the client without a real service commitment; and not addressing who is responsible for consumables or replacement parts, and on what pricing basis.

Information to customize

• Supplier's registered name

• Supplier's registered address

• Client's registered name

• Client's registered address

• Equipment or system covered

• Scope of maintenance included

• Exclusions from the maintenance scope

• Preventive maintenance schedule

• Response time for reactive call-outs

• Spare parts / consumables policy

• Maintenance fee

• Fee billing frequency

• Contract term

• Termination notice period

• Supplier's liability cap

• Date of signature

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Frequently asked questions

What is typically included in a maintenance agreement?

It typically covers preventive maintenance visits on a fixed schedule and reactive support for faults, with a defined response time — the exact scope, and what is excluded or chargeable separately, should be spelled out to avoid disputes.

Are spare parts included in the maintenance fee?

This varies by agreement: some fees cover parts up to a value threshold, others charge them separately at the supplier's rates. The agreement should state the policy clearly.

What response time should a maintenance agreement guarantee?

A concrete, measurable response time for reactive call-outs (e.g. within 24 or 48 hours) gives the client a real service commitment; a vague promise to respond 'promptly' does not.

Can the supplier exclude all liability for equipment failure?

No — even in a B2B agreement, any exclusion or limitation clause is subject to the reasonableness test under the Unfair Contract Terms Act 1977, and liability for death or personal injury caused by negligence can never be excluded.

Who is responsible for site access and safety during maintenance visits?

The client is typically responsible for providing reasonable access and ensuring safe working conditions on site, while the supplier remains responsible for the competent performance of the maintenance work itself.

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