SAMPLE ORDER FORM – NOT FOR SIGNATURE

SAMPLE ORDER FORM – NOT FOR SIGNATURE
Order Form
for SAP Cloud Services
SAP Reference No. 0123456
Between
SAP America, Inc.
3999 West Chester Pike
Newtown Square, PA 19073
(“SAP”)
And
Happy Customer, Ltd.
1234 East Chester Pike
Old Town Square, PA 00000
(“Customer”)
1.
ORDER FORM AND TABLE OF AGREEMENT
This Order Form as issued by SAP is an offer by SAP. When signed and returned to SAP by Customer
on or prior to the offer expiration date, it becomes a binding agreement for the SAP Cloud Service(s)
and Consulting Services (if applicable) listed in this Order Form and is effective on the date signed by
Customer.
Offer Expiration Date: June 30, 2016
This Order Form is governed by and incorporates the following documents in effect as of the effective
date. All documents are listed in order of precedence, and collectively referred to as the “Agreement”:
Agreement
Order Form
Schedule A of this Order Form: a)
Cloud Service Supplemental Terms
and Conditions (“Supplement”);
b) Consulting Services
Supplemental Terms and
Conditions (“Consulting Services
Supplement”)
Schedule B of this Order Form:
Support Policy for SAP Cloud
Services
Schedule C of this Order Form:
Service Level Agreement for SAP
Cloud Services (“SLA”)
Schedule D of this Order Form: Data
Processing Agreement for SAP
Cloud Services
Schedule D will serve as a
commissioned written data processing
agreement.
Schedule E of this Order Form:
General Terms and Conditions for
SAP Cloud Services (“GTC”)
Location
a) http://go.sap.com/about/agreements/cloudservices.html?language=english&search=Supplement
b) http://go.sap.com/about/agreements/cloudservices.html?search=consulting%20services
http://go.sap.com/about/agreements/cloudservices.html?search=Support%20Cloud%20Edition
http://go.sap.com/about/agreements/cloudservices.html?search=Service%20Level%20Agreement
http://go.sap.com/about/agreements/cloudservices.html?search=data%20processing
http://go.sap.com/docs/download/agreements/generalterms-and-conditions/cls/general-terms-and-conditions-forsap-cloud-services-direct-us-english-v4-2016.pdf
SAP Confidential
Sample Order Form for Cloud Services enGLOBAL.v.4-2016a
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SAMPLE ORDER FORM – NOT FOR SIGNATURE
Customer has had the opportunity to review the GTC and the incorporated documents prior to executing
this Order Form. SAP recommends that Customer prints copies of these documents for Customer’s
records. All defined terms in the GTC used in this Order Form have the meaning stated in the GTC. All
references in the Supplements to “Service” mean “Cloud Service”, and to “Named Users” mean
“Authorized Users.”
2.
2.1
CLOUD SERVICE AND EU ACCESS
Cloud Service Order.
The table shows the purchased Cloud Service, Usage Metrics and volume, initial Subscription
Term, and fees.
Subscription Term:
Period 1 From 30.06.2016 To 29.06.2017
SAP Cloud Service
Usage
metric
SAP Conversion
Management, above
1M Page Views
Pieces
Usage Metric
Limitation
Product
Product
Start Date End Date
31.03.2016 30.03.2017
Total net fee (*)
SAP Cloud Service
Usage
metric
SAP Conversion
Management, above
1M Page Views
Pieces
Usage Metric
Limitation
Product
Product
Start Date End Date
30.06.2017 29.06.2018
Total net fee (*)
Total fee in
USD
30,000.00
30,000.00
Subscription Term:
Period 3 From 30.06.2018 To 29.06.2019
SAP Cloud Service
Usage
metric
SAP Conversion
Management, above
1M Page Views
Pieces
2.2
30,000.00
30,000.00
Subscription Term:
Period 2 From 30.06.2017 To 29.06.2018
Total net fee (*)
Total fee in
USD
Usage Metric
Limitation
Product
Product
Start Date End Date
30.06.2018 29.06.2019
Total fee in
USD
30,000.00
30,000.00
Subscription Term
(a)
Customer’s initial Subscription Term will begin on the start date and will be effective until
the end date, unless Customer is otherwise notified by SAP.
(b)
Unless the Supplement states otherwise, the initial Subscription Term and any renewals
and extensions will automatically renew for terms equal in length to the immediately
preceding term (if that term is thirty-six months or less) or for one year (if that term is
longer than thirty-six months). Auto-renewal will not occur if Customer notifies SAP of its
intention not to renew at least one month in advance of the expiration of the current term,
SAP Confidential
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Sample Order Form for Cloud Services enGLOBAL.v.4-2016a
SAMPLE ORDER FORM – NOT FOR SIGNATURE
2.3
or SAP notifies Customer of its intention not to renew at least six months prior to the
expiration of the current term.
Excess Use.
Customer’s use of the Cloud Service is subject to the Agreement, including the Usage Metrics and
their volume stated in Section 2. Any use of the Cloud Service that exceeds this scope will be
subject to additional fees. Fees accrue from the date the excess use began. Customer will
execute an additional Order Form to document subscriptions for additional Usage Metrics and
their volume. SAP may invoice and Customer will pay for excess use based on applicable pricing
in the Order Form or Supplement.
3.
CONSULTING SERVICES
The table shows the purchased Consulting Services, non-recurring services and fees.
SAP will provide the Consulting Services or non-recurring services subject to the terms of the Consulting
Services Supplement and the Agreement. SAP’s obligation to provide the Consulting Services will end
upon expiration of the initial term unless otherwise stated in the applicable service description or
Supplement.
4.
4.1
4.2
4.3
PAYMENT AND INVOICES
Fees and Invoicing.
Unless the Supplement states otherwise, fees for the Cloud Service(s) will be invoiced by SAP
and paid by Customer annually in advance. Fees for the Consulting Services will be invoiced by
SAP and paid by Customer as stated in Section 3 unless otherwise stated in the applicable scope
document. SAP may provide invoices to an email address provided by Customer. Fees for nonrecurring services will be invoiced by SAP on a one-time basis and paid by Customer upon
commencement of the Subscription Term. Except for fee increases applied under Sections 2.4
and 4.2, Cloud Service(s) fees for renewal terms will be equal to the fees for the immediately
preceding term for the same Cloud Service, Usage Metrics and volume. Customer will reimburse
SAP for all pre-approved (by Customer) and appropriately documented travel and related
expenses incurred by SAP in performing any support for the Cloud Service. Consulting Services
fees are inclusive of travel expenses.
Fee Increases.
At the beginning of each renewal term, SAP may increase fees to reflect annual increases in
consumer prices or costs. This increase will not exceed the greater of the percentage stated in
the most recent consumer price index selected by SAP or 3.3% per annum. The increase is
applied on a cumulative, year-over-year basis beginning on either the start of the preceding term
or date of last increase, whichever is later. Not raising fees is not a waiver of SAP’s right to do
so. SAP may increase fees if Customer elects to reduce the Cloud Service, Usage Metrics or
volume for any renewal term.
Payment.
Customer will pay to SAP all fees due within thirty days of date of invoice. Unpaid fees will accrue
interest at the maximum legal rate.
Customer purchase orders are for administrative
convenience and not a condition of payment. Payment is not dependent upon completion of any
implementation or other services.
5.
AUTHORIZED ADMINISTRATORS
Customer contacts for order confirmation and system notices are:
Order confirmation recipient name:
Order confirmation recipient e-mail:
System provisioning notification recipient name:
System provisioning notification recipient e-mail:
Alex Accountant
[email protected]
Anna System Admin
[email protected]
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Sample Order Form for Cloud Services enGLOBAL.v.4-2016a
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SAMPLE ORDER FORM – NOT FOR SIGNATURE
6.
CUSTOMER LOCATION
Customer has provided the following primary access location:
Happy Customer, Ltd.
1234 East Chester Pike
Old Town Square, PA 00000
This is the primary (but not the only) location from which Customer will access the Cloud Service. If
Customer does not provide a primary access location, SAP will incorporate a default primary access
location to Customer’s sold-to address. The primary access location is used by SAP for the
determination of any applicable taxes.
Accepted By:
Happy Customer, Inc.
(Customer)
/ES1/
Not for Signature
/
Name:
Title:
Date:
SAP Confidential
Sample Order Form for Cloud Services enGLOBAL.v.4-2016a
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