Business Continuity; Software Clause Samples
The 'Business Continuity; Software' clause ensures that the software provider maintains the ability to deliver services and support even in the event of disruptions, such as system failures or disasters. This typically involves requiring the provider to have documented business continuity and disaster recovery plans, regular testing of these plans, and mechanisms for data backup and restoration. By including this clause, the contract aims to minimize service interruptions and protect the customer’s access to critical software functions, thereby reducing operational risk and ensuring ongoing business operations.
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Business Continuity; Software. (i) None of the computer software, computer hardware (whether general or special purpose), telecommunications capabilities (including all voice, data and video networks) and other similar or related items of automated, computerized, and/or software systems and any other networks or systems and related services that are used by or relied on by the Targets or their Affiliates in the conduct of the Business (collectively, the “Systems”) have experienced bugs, failures, breakdowns, or continued substandard performance in the past twelve (12) months that has caused any substantial disruption or interruption in or to the use of any such Systems by the Targets. All of the Systems are in good repair and in such reasonable and useable operating condition as is necessary and sufficient to conduct the Business as currently conducted. Sellers and their Affiliates have established and maintain, with respect to the Business, commercially reasonable and adequate disaster recovery, back-up and business continuity plans. The Targets are covered by business interruption insurance in scope and amount customary and reasonable to ensure the ongoing business operations of the Targets’ business.
(ii) Sellers and their Affiliates use, with respect to the Business, anti-virus software in accordance with commercially reasonable standards. To the Knowledge of Sellers, no software used by the Targets contains any virus, malware, time-bombs, key-locks or any other devices designed to, without the knowledge and authorization of Sellers or any of their Affiliates, disrupt, disable, harm or interfere with the operation of the Business, including any Intellectual Property rights, the integrity of the data or any information produced by such software.