Software SBITA: Contract Language Samples

One time fee (no yearly renewal necessary)

Coding Decision 1

This is considered a purchase of owned software (not a subscription) so should be coded to SOFTWARE LICENSES - OWNED
 

Either Party may terminate this Agreement at any time for any reason at its sole discretion by providing the other Party no less than thirty (30) days advance written notice thereof.

Coding Decision 2

This is referred to as an early termination clause and if included in contract terms with a 12 month or less notification period, it should be coded to SHORT TERM SOFTWARE SUBSCRIPTION regardless of the initial length of the contract.

Vendor reserves the right at any time and on any grounds, to deny or suspend access to Products or Services or to any portion thereof for any reason.

Members may also terminate this Agreement at any time by ceasing to use the Products or Services and providing written notice to vendor.

Coding Decision 3

Both vendor and member have the right to terminate at any time making this a SHORT TERM SOFTWARE SUBSCRIPTION regardless of the initial length of the contract.

This contract reflects a 6-month prorated license. This license will not be renewed after this period.

Coding Decision 4

The contract is 12 months or less and should be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

The Term of this Agreement will commence on the Effective Date and shall terminate as set forth in this section.

After one hundred eighty (180) days have elapsed from the Effective Date, either Party may terminate this Agreement for convenience upon a further ninety (90) days’ prior written notice.

Coding Decision 5

Either party may terminate for convenience after 180 + 90 (270 days is less than 12 months) and is therefore a SHORT TERM SOFTWARE SUBSCRIPTION.

This License is for one (1) consecutive twelve (12) month period.  After that time, the License may be extended by mutual agreement of the parties.

Coding Decision 6

The contract is 12 months or less and both parties have to agree to the renewals so these would be considered separate 12 month contracts. Each 12 month contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

Term. The term of this Agreement shall commence on the Effective Date and shall continue for an initial term of one (1) year. The Agreement may renew for successive one (1) year terms upon mutual assent.

Coding Decision 7

The contract is 12 months or less and both parties have to agree to the renewals so these would be considered separate 12 month contracts. Each 12 month contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION

Term. This Agreement shall commence on the Effective Date and shall continue for a period of one year and may be renewed for additional one year terms thereafter by mutual agreement of both Parties, unless earlier terminated for breach. The initial term and any renewal terms shall cumulatively be referred to in this Agreement as the “Term”.

Coding Decision 8

The contract is 12 months or less and both parties have to agree to the renewals so these would be considered separate 12 month contracts. Each 12 month contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

Term. The term of this Agreement shall commence on the “Effective Date” and continue for a period of one (1) year, unless earlier terminated or extended as provided herein. After the Initial Term, the Agreement may be renewed for an additional 1-year terms with mutual written agreement not to exceed four (4) renewals. Any renewal agreed upon shall occur at least ninety (90) days prior to expiration of the Agreement term.

Coding Decision 9

The contract is 12 months or less and both parties have to agree to the renewals so these would be considered separate 12 month contracts. Each 12 month contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

The term of this Agreement is 1 year, commencing upon execution of this agreement. This Agreement shall automatically renew for additional one-year periods unless terminated by either party by providing not less than two months prior written notice of its intention to terminate this Agreement.

Coding Decision 10

The contract is 12 months or less and either party has the right to not renew by giving notice in advance of renewal term. The initial contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION and if renewed would also be SHORT TERM.

The new term shall commence on Apr 01,2022 and continue for one (1) year, expiring on March 31, 2023 (“New Term”). The New Term is non-cancellable, subject to the termination rights outlined in the MSA. Upon the expiration of the New Term, this Agreement, Software listed in Attachment A, and any additional Software purchased subsequently shall automatically renew for successive one (1) year periods (each a “Renewal Term”) unless thirty (30) days written notice is provided by either party in advance of the start of the Renewal Term.

Coding Decision 11

The contract is 12 months or less and either party has the right to not renew by giving notice in advance of renewal term. The initial contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION and if renewed would also be SHORT TERM.

The agreement is hereby amended to reflect the new term of July 1, 2025 until June 30, 2026 (the “Extension Term”). Either party may elect to terminate the Agreement at the end of the Extension Term by providing written notice to the other Party of not less than forty-five (45) days prior to the end of such Extension Term. Vendor shall send Customer an invoice sixty (60) days prior to the end of the Extension Term. The agreement may renew upon mutual written agreement by the parties. In the event of termination or expiration of the Agreement, the rights and obligations of the Parties under the Agreement shall cease as of the effective date of termination or expiration, except that any right or obligation arising prior to termination or expiration shall survive.

Coding Decision 12

The contract is 12 months or less and either party has the right to terminate the agreement after term ends or both parties can agree to the renew the contract. These agreements would be considered separate 12 month contracts and would be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

The Order commences as of the date last signed below and, unless earlier terminated in accordance with the terms hereof, will continue in effect until the last expiration or termination of any Subscription Term hereunder.

• Inspector licenses extend for an initial term of one (1) month (the “Initial License Term”)
• Gateway extends for a minimum term of twelve (12) months (the “Initial Gateway Term”)

At the end of the Initial License Term and the Initial Gateway Term, the term for the Licenses and Gateway, as applicable, will continue on a month to month basis (the “Renewal Subscription Term”) unless either party provides the other party with a notice of non-renewal as least thirty (30) days prior to the expiration of the then-current term.  The Initial License Term and the Initial Gateway Term, along with the Renewal Subscription Terms, if any, shall collectively be referred to herein as the “Subscription Term”.

Coding Decision 13

The contract is 12 months or less and either party has the right to not renew by giving notice in advance of renewal term. The initial contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION and if renewed would also be SHORT TERM.

Term: The term shall commence upon execution and continue for one (1) year following the Effective Date.

Subsequent Terms(s) of this Order Form shall renew automatically for successive periods of one (1) year, unless Customer provides vendor, or vendor provides Customer, with a written notice to the contrary thirty (30) days prior to the end of the then current Term, as applicable.

Effective Date: Upon final signature of this Order Form unless indicated otherwise.

Coding Decision 14

The contract is 12 months or less and either party has the right to not renew by giving notice in advance of renewal term. The initial contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION and if renewed would also be SHORT TERM.

Term: The Order Form shall be effective upon the Effective Date and shall continue to be effective until the expiration of the final End Date set forth. The Order Form shall automatically renew for successive 1-year periods thereafter (each a “Renewal Term”) unless written notice of non-renewal is given by either party to the other party at least 60 days prior to the expiration of the then-current term.
Coding Decision 15
(The final End Date was within one year) The contract is 12 months or less and either party has the right to not renew by giving notice in advance of renewal term. The initial contract should be coded to SHORT TERM SOFTWARE SUBSCRIPTION and if renewed would also be SHORT TERM.

The term of this Agreement shall commence on July 1,2024 and expires on June 30,2029 (the “Initial Term”), unless earlier terminated or extended as provided herein. After the Initial Term, the Agreement may be renewed for additional one-year terms with mutual written agreement not to exceed three (3) renewals. Any renewal agreed upon shall occur at least ninety (90) days prior to expiration of the Agreement term.

Coding Decision 16

The initial term of the contract is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. Renewals are only for one year and have to be agreed upon by both parties, so after the initial long term period, the renewals would be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

Renewal Term: Notwithstanding anything in the Agreement to the contrary, (a) the term of the Agreement shall be renewed through and including July 31, 2027 (the “Renewal Term”), and (b) after the Renewal Term, the Agreement shall continue thereafter until either party elects to terminate the Agreement by delivering written notice of termination to the other party at least 90 days before the desired effective date of such termination.

Coding Decision 17

The term of the renewal contract is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. After the renewal period ends, either party can terminate within 90 days of termination thus making the agreement after the renewal term a SHORT TERM SOFTWARE SUBSCRIPTION.

Term. The initial term of each subscription shall be set forth in vendor’s invoice to customer. (The invoice indicates a 3 year term) This term shall automatically renew for one or more additional one (1) year terms, unless at least 90 days prior to the expiration of any term then in effect either party notifies the other in writing that it does not wish to renew the term (the initial term, together with any renewal term(s), collectively, Term).

Coding Decision 18

The initial term of the contract is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. Renewals are only for one year and either party has the right to not renew by giving notice in advance of renewal term. Any renewals after the initial long term period would be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

Term. The initial term of this Agreement will commence on the Effective Date and will continue thereafter for the period as set out in the Statement of Work (“Initial Term”) unless terminated earlier by Licensor or Licensee in accordance with the terms of this Agreement. (Statement of work was for 2 years) This Agreement will automatically renew for additional one (1) year periods (each being a “Renewal Term” and, collectively, with the Initial Term, the “Term”) unless either party provides the other party with ninety (90) days written notice prior to the conclusion of the Initial Term or the Renewal Term, as applicable. All terms and conditions hereof shall remain in effect during any Renewal Term, except as the parties otherwise expressly agree to in writing.

Coding Decision 19

The initial term of the contract is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. Renewals are only for one year and either party has the right to not renew by giving notice in advance of renewal term. Any renewals after the initial long term period would be coded to SHORT TERM SOFTWARE SUBSCRIPTION.

Term. Unless terminated earlier as provided herein, the term of this Agreement (“Term”) shall start on the Effective Date and be in effect for thirty-six (36) months at which point, this Agreement may renew for successive thirty-six (36) month periods, unless (i) terminated earlier by either party as provided for below, or (ii) not renewed by either Party upon providing written notice to the other Party of its intent not to renew the Agreement at least sixty (60) days prior to the expiration of the then-current thirty-six (36) month period.

Coding Decision 20

The initial term of the contract is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. Since either party has the right not to renew for the next 36 month period, each of these would be considered separate long term contracts. The renewal would be coded to LONG TERM SOFTWARE SUBSCRIPTION and would be considered a separate long term contract for asset and liability calculations.

(a) Initial Term. The initial term of this Agreement shall commence on the Effective Date of the Agreement and continue until, but not including, the third anniversary of the Effective Date (the “Initial Term”). After the Initial Term, this Agreement shall automatically renew for successive three-year contract periods (each a “Renewal Term”), unless the University provides the vendor or the vendor provides the University a written notice to the contrary at least 60 days prior to the end of the Initial Term or any Renewal Term. The Initial Term and any Renewal Term(s) are collectively referred to as the “Term.”

Coding Decision 21

The initial term of the contract is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. Since either party has the right not to renew for the next 3 year period, each of these would be considered separate long term contracts. The renewal would be coded to LONG TERM SOFTWARE SUBSCRIPTION and would be considered a separate long term contract for asset and liability calculations.

• Invoice Date for 1,2 & 3: 1/31/24
  • License Period 1: 1/31/24-1/30/25 $100,000
  • License Period 2: 1/31/25-1/30/26 $100,000
  • License Period 3: 1/31/26-1/30/27 $100,000
• Invoice Date for 4 & 5: 1/31/27
  • License Period 4*: 1/31/27-1/30/28 $105,000
  • License Period 5*: 1/31/28-1/30/29 $105,000

The parties agree that prior to the invoice date of License Period 4-5, the institution may opt in to purchase the licenses for the next two license periods (the “License Period Renewal”), by providing written notice of License Period Renewal prior to the start date of the next applicable License Period. The first applicable License Period Renewal date is 1/31/27.

The parties agree that if the License Period Renewal is not exercised for the next applicable License Period, the Order Form is deemed terminated.

Coding Decision 22

The initial term of the contract (Periods 1,2 &3) is over 12 months and thus coded to LONG TERM SOFTWARE SUBSCRIPTION. This contract provides for options for Period 4 &5 which are guaranteed to the institution. (Not a renewal which must be mutually agreed upon) On initial calculation of the SBITA asset and liability, it needs to be determined if the institution is reasonably certain if option (Periods 4&5) will be exercised. If yes, Periods 4&5 need to be added to the initial SBITA asset and liability calculation.

Billing Frequency: Annual
Enterprise License: 6/29/24 – 6/29/26
Term: 2 years

Coding Decision 23

The order form indicates a term of 2 years (over 12 months) and should be coded to LONG TERM SOFTWARE SUBSCRIPTION. Contract does not provide for any renewals.

Terms and Conditions
Contract Start Date: 7/1/23
Contract End Date: 6/30/26

Coding Decision 24

The order form indicates a term of 3 years (over 12 months) and should be coded to LONG TERM SOFTWARE SUBSCRIPTION. Contract does not provide for any renewals.

60 months

Coding Decision 25

The order form indicates a term of 5 years (over 12 months) and should be coded to LONG TERM SOFTWARE SUBSCRIPTION. Contract does not provide for any renewals.

Contracted Term: 2/28/25 – 2/28/28

Coding Decision 26

The quote indicates a term of 3 years (over 12 months) and should be coded to LONG TERM SOFTWARE SUBSCRIPTION. Contract does not provide for any renewals.

Invoice Period: 7/1/25-6/30/26
Contract Term: 7/1/22-6/30/27

Coding Decision 27

The invoice indicates a contracted term of 5 years (over 12 months) and should be coded to LONG TERM SOFTWARE SUBSCRIPTION. Contract does not provide for any renewals.

Start:7/1/25
End: 6/30/28

Coding Decision 28

The invoice indicates a term of 3 years (over 12 months) and should be coded to LONG TERM SOFTWARE SUBSCRIPTION. Contract does not provide for any renewals.

University may terminate this Agreement for its convenience and without cause at any time upon thirty days prior written notice to Supplier. Upon receipt of such notice of termination for convenience, Supplier will immediately cease work and follow other reasonable instructions from University. University will pay Supplier for Services furnished before the date of termination. Termination under this section will not affect the rights or remedies of either party then-existing or that may thereafter accrue.

Coding Decision 29

This Termination for Convenience clause is one sided so it does not automatically qualify as SHORT TERM (either party must have the right to terminate for convenience). The rest of the agreement needs to be reviewed to determine length of term.

Term of Agreement. This Agreement commences on the Effective Date and continues until all User subscriptions granted in accordance with this Agreement have expired or been terminated.

Term of User Subscriptions. User subscriptions commence on the start date specified in the applicable Order Form and continue for the subscription term specified therein. Except as otherwise specified in the applicable Order Form, all paid User subscriptions shall automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter).

Coding Decision 30

Automatic renewals without any clause to non-renew should be coded to LONG TERM SOFTWARE SUBSCRIPTION. To determine the length of the contract, OU must determine how many years they are reasonably certain to continue renewing the software and that length will determine the calculations. 

Ohio Revised Code, Section 9.27, became law in September 2021 which prevents OU to enter a contract with these automatic renewals so this scenario is seen less and less. Any agreements signed prior to that date and still in effect with the auto renew provision may still be valid.