Sales Order Terms or Terms Of Service
Sales Order Terms
For products Sales Order terms are your general sales terms, they define what you are selling, which usually defers to a Product description or URL that may be included with the SKU on the Sales Order quantity & price side of the sales order (often the economic transaction is completed on the front of the Sales Order or Quote and the Sales Order Terms are included on the back of that form…the fine print. Or in some cases they might just be references using a URL, which is equally enforceable. The Sales Order states the standard company Ts & Cs framework, payment terms, taxes, confidentiality, warranty of title, indemnity, product functional warranty, state law, force majeure, etc. it might include Support, or support may be a separate playable SKU.
Terms of Service (TOS)
Are much like the Sales Order terms, however they are directed at providing the Customer with Software and most frequently cloud based hosted software. Typically, a Subscriber gets a right to use some quantity of the Software as a service on the vendor’s hosted platform for a specific period of time (i.e. most B2B licenses are pre-paid annually in advance). The TOS will define the scope of the license and include a list of license restrictions (i.e. resale, time-share etc.), it will typically include reference to a Service Level Agreement where the Vendor provides Support during the Subscription Period. In a SaaS world its important to have the customer provide the vendor with a right to process the data they upload. You also need to address privacy obligations, specifically international transfer of Person Identifiable if applicable (often by agree the parties need to complete a data Processing Addendum, if that is applicable). The vendor needed to provide Customers with an indemnity against 3rd party infringement actions for use of the Software or Service. There may be other Information security assurance depending upon the specific nature (health) or location of the business.
Sales Order Terms or Terms Of Service Attorney
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