Res 2000-145 - Laserfiche WebLink

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PART 2 . TERMS AND CONDITIONS 1. SCOPE 1.1 Customer desires to obtain software Support, Maintenance and Consulting services for the Software from CSS and CSS is willing to provide such support and services in accordance with the terms and conditions of thisagreement. 2. DEFINITIONS 2.1 "License Agreement" shall mean the agreement, entered into by CSS and Customer governing the provision of Software by CSS to Customer, and the terms and conditions of use thereof. 2.2 "Software" shall mean the software in executable form and associated documentation and materials as specified in the License Agreement and any future Versions or Releases thereof and for which Customer wishes to obtain support, maintenance, training, consulting or other Software services as specified in this Software Services Agreement. 2.3 "Release" shall consist of releases, updates, patches, revisions, and bug/permanent fixes or temporary bypass solutions to verified problems, commercially released by CSS during the term of this Agreement. to a particular software version which provides enhancements and error corrections. New Releases shall be denoted by a change to the version number to the r'Jht of the decimal point such as from Release 1,1 to Release 1.2. 2.4 "Version" shall consist of new functionality and improvements relative to the Software. New versions shall be denoted by a change to the version number to the left of the decimal point such as from Version 1.0 to Version 2.0. 2.5 "Support" shall mean the ongoing support and problem resolution to assist the Customer in the use of the Software as described in Part 1 of this agreement. It may include but is not limited to response to inquiries regarding the operation, installation, administration and general technical assistance requested by Customer. 2.6 "Maintenance" shall mean the provision of software maintenance as described in Section 4.1. It may include but is not limited to the packaging and distribution of multiple permanent fixes into a consolidated Maintenance Release. 2.7 "Consulting Services" shall mean all services for process reviews, advice, software modifICations, customizations and enhancements as well as any services rendered by CSS at the Customer's request which are not covered by any CSS warranty, Support or Maintenance obligations contained in the Class Software License or this Agreement or described as excluded services under Exhibit 'A' Section 2. 2.8 "Installation Date" shall mean the first time the consultant is on site to install, set up or configure the Class Software or upon Customer install of the Class Software. 2.9 "Support Start Date" shall mean ninety (90) days from the Installation Date. 3. SOFTWARE SUPPORT SERVICES 3.1 CSS shall provide Support, as applicable provided that CSS shall fully support the current Release of the Software in effect from time to time and the Release of Software which immediately precedes any particular current Release for twelve (12) months. Support services will not be provided for any non-current Version or Release after twelve (12) months from the date of issuance of the current Version or Release. Customer shall use best efforts to upgrade to the then current Release or Version of the Software at the eariiest opportunity . 4. MAINTENANCE SERVICES 4.1 Upon receipt of notification from Customers authorized personnel of an apparent error or problem with the Class Software, CSS will use commercially reasonable efforts to promptly investigate the issue, and to Class Software Services Agreement Page 4 advise the Customer that either an error does not exist, or confirm that one does exist as soon as reasonably possible and what, if any, work-around exists. Errors shall be deemed to be any design or programming error in the Class Software attributable to CSS which prevents the Class Software from substantially complying with the functionality as set out in the user documentation (on-line or hard-copy) delivered with the Class Software and which materially affects the use, function or performance of the Class Software. When errors are confirmed, CSS will use commercially reasonable efforts to correct such errors and provide Customer with a correction or service pack for the Class Software as soon as it is practical in CSS's sole discretion. New Releases and Versions are provided as part of the software code maintenance services and automatically offered to Customers subscribing for either Basic or Premium Support. 5. CONSULTING SERVICES Consulting services will be billable to the Customer at the CSS standard rates then in effect for such services. 5.1 Consulting Rates as set out in the Class Service Rates Exhibit are valid for a period of six (6) months from the date this Agreement is signed.Any days specified in the agreement that are used after the initial six months has expired, will be billed at the new prevailing rate. 5.2 In situations where expenses are not already included in the travel rate, the amount billable to the Customer is based on the guidelines in CSS's travel and expenses policies as set out in the Class Service Rates Exhibit. 5.3 CSS will provide limited assistance with report customization and the development of custom queries where such can be provided in fifteen (15) minutes or less. Full customization service will be as Consulting Services. 6. ASSIGNMENT OF PRIORITIES FOR SUPPORT ISSUES 6,1 New support incidents are assigned one of the following four priority levels, each with its respective standard completion target: Call Priority Level Description Standard Completion Target A - Down Fatal issues that result in the Within 12 hours. Customer's inability to fulfill critical business functions (i.e. those pertaining to core functionality I such as processing registrations, memberships, rentals) and that i have no reasonable work-around. B - Urgent Serious issues significantly Within 24 hours. impacting use of system but do not prevent core functions (such i as processing registrations, ! memberships, rentals) from being fulfilled. C - Normal All other issues, except those Within 36 hours, classified as D (Low). I D-Low Issues that are not time-sensitive None ! or may be undertaken as customer service initiatives outside i the scope of the Software Services Aareement. Customer shall request a ranking of the call priority when initially reporting the incident.Should there be any disagreement over the priority assigned to a particular incident, or any other aspect of its handling, by CSS support staff, Customers are encouraged to first speak directly to the support representative dealing with the issue in order to arrive at an acceptable solution. In cases where escalation is desired or necessary, please contact the Supervisor, Support Services with any concems you may have (phone 1-800-663-4991). 07/11/00