Common use of Helpdesk Services Clause in Contracts

Helpdesk Services. 3.1 The provisions of this Article 3.0 apply only to the extent that Client has purchased Helpdesk Services pursuant to the Agreement or the Agreement includes Helpdesk Services as part of the Agreement. 3.2 If the Agreement includes Helpdesk Services, Decrypt will provide the Helpdesk Services to Client in accordance with the terms of the Agreement and for the Helpdesk Services Term. 3.3 If Client has purchased Helpdesk Services from Decrypt or the Agreement includes Helpdesk Services as part of the Agreement: (a) Decrypt will provide Helpdesk Services, so that the Software will function substantially in accordance with the Specifications; (b) Decrypt will provide the following Helpdesk Services by answering Client's requests for support: (i) explanation of installation procedures, functions and features of the Proprietary Software; (ii) clarification of Documentation; and (iii) error analysis – on regular business days, Monday – 11 p.m. GMT through Saturday – 12 a.m. GMT. Client’s request for Helpdesk Services will be acknowledged by Decrypt within one (1) business hour. Requests received outside of the business hours noted above, on weekends, or holidays listed here: ▇▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇?cid=helpdesk, (together “Non-Business Hours”) will be acknowledged the next business day 10:00 a.m. GMT Support Service hours will be billed in quarter increments (.25) with a .25 minimum charge on all requests. In the event Helpdesk Services are needed and requested during Non-Business Hours, Decrypt will charge its standard rate at the time. Prior to commencing Helpdesk Services during Non-Business Hours, Decrypt may require a “Statement of Work” be negotiated, agreed upon, and executed. The Statement of Work will describe the specific services to be performed and the hours in which they are scheduled to be performed by. The Statement of Work will expressly refer to this Agreement, be a part of this Agreement, and be subject to the terms and conditions contained herein. (c) Client is not restricted to one point of contact when contacting Helpdesk Services with requests; any member of the Client’s staff may reach out independently for support. 3.4 If Client has purchased Helpdesk Services or the Agreement includes Helpdesk Services, and Client after receiving Helpdesk Services in accordance with Section 3.3(a), suspects that there is a failure or deficiency in the Proprietary Software or the Proprietary Software is not performing substantially in accordance with the Specifications or Documentation, Client will notify Decrypt in writing. The notice will include a description of the suspected defect or non-conformity and the circumstances of its occurrence. Upon receipt of such notice, Decrypt will use commercially reasonable efforts to confirm the existence of the defect or non-conformity, correct it, and provide an explanation of the correction applied. If there is no such defect or non-conformity, Decrypt is entitled to charge Client for the technical Helpdesk Services provided to Client at Decrypt's standard rates from time to time. 3.5 The Helpdesk Services do not include any customizations, adaptations, or modifications to the Proprietary Software to meet Client's requirements. Should Client require any such customization services, the Client will engage Decrypt at Decrypt's standard rates from time to time and a Statement of Work may be issued by Decrypt prior to services being rendered. 3.6 Client acknowledges that the Helpdesk Services are limited to the services and remedies expressly set out in these Terms and Conditions and exclude any services or additions, modifications or adjustments to the Proprietary Software to correct any defect or non-conformity relating to: (a) the use of the Proprietary Software in combination with apparatus, systems, products or services where such combination was not provided, proposed or recommended by Decrypt or contemplated in the Specifications or Documentation, except to the extent such use reasonably constitutes an intended or expected use of such Proprietary Software and such use was disclosed in writing by the Client to Decrypt in advance of such use; or (b) the alteration or modification of the Proprietary Software after delivery by Decrypt, if such alteration or modification is made by a person other than Decrypt or otherwise without Decrypt's authorization, direction, request or specification; or (c) Client's failure to incorporate any Improvements that Decrypt has provided to Client; or (d) Client's operation of the Proprietary Software in an erroneous way or outside what described in the Documentation or non-compliance with any of the terms of this Agreement; (e) the access to or operation of the Proprietary Software by someone who is not a licensed Client; (f) the failure of Client's systems to meet the applicable Technical Requirements; or (g) issues due to general internet latency and connection loss, or issues related to inadequate bandwidth, insufficient network, etc., and not related to the Hosting Services.

Appears in 1 contract

Sources: Software as a Service Agreement

Helpdesk Services. 3.1 The provisions of If this Article 3.0 apply only to the extent that Agreement includes Helpdesk Services or if Client has purchased Helpdesk Services pursuant to the Agreement or the Agreement includes Helpdesk Services as part of the Agreement. 3.2 If the Agreement includes Helpdesk for Research Services, Decrypt will provide the Helpdesk Services to Client in accordance with the terms of the Agreement and for the Helpdesk Services Term. 3.3 If Client has purchased Helpdesk Services from Decrypt or the Agreement includes Helpdesk Services as part of the Agreement: (a) Decrypt 5.1 FocusVision will provide Helpdesk Services, Services so that the Proprietary Software will function substantially in accordance with the Specifications;. (b) Decrypt 5.2 FocusVision will provide the following Helpdesk Services by answering Client's requests for support: twenty-four (i24) explanation of installation procedureshours a day, functions and features of seven (7) days a week. Notwithstanding the Proprietary Software; (ii) clarification of Documentation; and (iii) error analysis – on regular business daysforegoing, Monday – 11 p.m. GMT through Saturday – 12 a.m. GMT. Client’s request for FocusVision will not provide Helpdesk Services will be acknowledged by Decrypt within one (1) business hour. Requests received outside of on the business hours noted above, on weekends, or holidays listed here: ▇▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇?cid=helpdesk, helpdesk (together “Non-Business Hours”). 5.3 In response to Client’s requests for support, FocusVision will provide the following Helpdesk Services: (i) explanation of installation procedures, functions and features of the Services; (ii) clarification of Documentation; and (iii) error analysis. FocusVision shall undertake commercially reasonable efforts to acknowledge Client’s request for Helpdesk Services within an initial response time of one (1) business hour on weekdays and an initial response time of two (2) business hours on weekends. Requests received on holidays will be acknowledged the next business day 10:00 a.m. GMT Support Service hours will be billed in quarter increments (.25) with a .25 minimum charge on all requestsday. In the event Should Client need and request Helpdesk Services are needed and requested during Non-Business Hours, Decrypt FocusVision will charge its then-standard rate at the timerate. Prior to commencing Helpdesk Services during Non-Business Hours, Decrypt FocusVision may require a an additional agreement in writing (an Statement of Work” be negotiated, agreed upon, and executedAddendum”). The Statement of Work Addendum will describe the specific services to be performed and the hours in which they are scheduled to be performed by. The Statement of Work Addendum will expressly refer to this Agreement, be a part of this Agreement, and be subject to the terms and conditions contained herein. (c) 5.4 Client is not restricted to one point of contact when contacting Helpdesk Services with requests; Client shall provide FocusVision a list of designated contacts and any member of the Client’s staff person so listed may reach out to FocusVision independently for support. 3.4 5.5 If Client has purchased Helpdesk Services or the Agreement includes Helpdesk Services, and Client after receiving Helpdesk Services in accordance with Section 3.3(a), suspects that there is a failure or deficiency in the Proprietary Software Services or the Proprietary Software is not performing substantially in accordance with the Specifications or DocumentationSpecifications, Client will notify Decrypt FocusVision in writing. The notice will include a description of the suspected defect or non-conformity and the circumstances of its occurrence. Upon receipt of such notice, Decrypt FocusVision will use commercially reasonable efforts to confirm the existence of the defect or non-conformity, correct it, and provide an explanation of the correction applied. If FocusVision reasonably determines that there is no such defect or non-non- conformity, Decrypt FocusVision is entitled to charge Client for the technical Helpdesk Support Services provided to Client (as defined in Article 5.6) at Decrypt's FocusVision’s then-standard rates from time to timerate. 3.5 The Helpdesk Services do not include any customizations, adaptations, or modifications to the Proprietary Software to meet Client's requirements. Should Client require any such customization services, the Client will engage Decrypt at Decrypt's standard rates from time to time and a Statement of Work may be issued by Decrypt prior to services being rendered. 3.6 5.6 Client acknowledges that the Helpdesk Services are limited to the services and remedies expressly set out in these Terms and Conditions this Agreement and exclude any services or additionscustomizations, adaptations, modifications or adjustments to the Proprietary Software Services to meet Client’s requirements or to correct any defect or non-non- conformity relating to: (a) : the use of the Proprietary Software Services in combination with apparatus, systems, products or services where such combination was not provided, proposed or recommended provided by Decrypt or contemplated in the Specifications or Documentation, except to the extent such use reasonably constitutes an intended or expected use of such Proprietary Software and such use was disclosed in writing by the Client to Decrypt in advance of such useFocusVision; or (b) the alteration or modification of the Proprietary Software Services after delivery by DecryptFocusVision, if such alteration or modification is made by a person other than Decrypt FocusVision or otherwise without Decrypt's FocusVision’s written authorization, direction, request or specification; or (c) Client's ’s failure to incorporate any Improvements that Decrypt FocusVision has provided to Client; or (d) Client's ’s operation of the Proprietary Software Services in an erroneous way or outside what is described in the Documentation or non-compliance with any of the terms of this Agreement; (e) ; the access to or operation of the Proprietary Software Services by someone who is not a licensed Client; (f) other than an Authorized User; the failure of Client's ’s systems to meet the applicable Technical Requirementstechnical requirements; or (g) or issues due to general internet latency and connection loss, or issues related to inadequate bandwidth, insufficient network, etc., and not related to the Hosting Services. Should Client require any such services outside the scope of the Helpdesk Services (“Support Services”), Client will engage FocusVision at FocusVision’s then-standard rate and a work order may be issued by FocusVision prior to such Support Services being rendered. Support Service hours will be billed in quarter hour increments (0.25) with a 0.25 hour minimum charge on all requests. FocusVision reserves the right, in its sole discretion, to determine what is considered fair and reasonable within the scope of the Helpdesk Services. 5.7 Client’s Helpdesk Services will expire upon the earlier of the expiration of the Helpdesk Services Term, earlier termination of the Helpdesk Services or the termination of this Agreement, as the case may be.

Appears in 1 contract

Sources: Research Services

Helpdesk Services. 3.1 The provisions of If this Article 3.0 apply only to the extent that Agreement includes Helpdesk Services or if Client has purchased Helpdesk Services pursuant with respect to the Agreement or the Agreement includes Helpdesk Services as part use of the Agreement. 3.2 If the Agreement includes Helpdesk Services, Decrypt will provide the Helpdesk Services to Client in accordance with the terms of the Agreement and for the Helpdesk Services Term. 3.3 If Client has purchased Helpdesk Services from Decrypt or the Agreement includes Helpdesk Services as part of the AgreementKinesis: (a) Decrypt 5.1 Forsta will provide Helpdesk Services, Services so that the Software Kinesis will function substantially in accordance with the Specifications;. (b) Decrypt 5.2 Forsta will provide the following Helpdesk Services by answering Client's requests for support: twenty-four (i24) explanation of installation procedureshours a day, functions and features of seven (7) days a week. Notwithstanding the Proprietary Software; (ii) clarification of Documentation; and (iii) error analysis – on regular business daysforegoing, Monday – 11 p.m. GMT through Saturday – 12 a.m. GMT. Client’s request for Forsta will not provide Helpdesk Services will be acknowledged by Decrypt within one (1) business hour. Requests received outside of on the business hours noted above, on weekends, or holidays listed here: ▇▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇?cid=helpdesk, helpdesk (together “Non-Business Hours”). 5.3 In response to Client’s requests for support, Forsta will provide the following Helpdesk Services: (i) explanation of installation procedures, functions and features of the Services; (ii) clarification of Documentation; and (iii) error analysis. Forsta shall undertake commercially reasonable efforts to acknowledge Client’s request for Helpdesk Services within an initial response time of one (1) business hour on weekdays and an initial response time of two (2) business hours on weekends. Requests received on holidays will be acknowledged the next business day 10:00 a.m. GMT Support Service hours will be billed in quarter increments (.25) with a .25 minimum charge on all requestsday. In the event Should Client need and request Helpdesk Services are needed and requested during Non-Business Hours, Decrypt Forsta will charge its then- standard rate at the timerate. Prior to commencing Helpdesk Services during Non-Business Hours, Decrypt Forsta may require a an additional agreement in writing (an Statement of Work” be negotiated, agreed upon, and executedAddendum”). The Statement of Work Addendum will describe the specific services to be performed and the hours in which they are scheduled to be performed by. The Statement of Work Addendum will expressly refer to this Agreement, be a part of this Agreement, and be subject to the terms and conditions contained herein. (c) 5.4 Client is not restricted to one point of contact when contacting Helpdesk Services with requests; Client shall provide Forsta a list of designated contacts and any member of the Client’s staff person so listed may reach out to Forsta independently for support. 3.4 5.5 If Client has purchased Helpdesk Services or the Agreement includes Helpdesk Services, and Client after receiving Helpdesk Services in accordance with Section 3.3(a), suspects that there is a failure or deficiency in the Proprietary Software Services or the Proprietary Software Kinesis is not performing substantially in accordance with the Specifications or DocumentationSpecifications, Client will notify Decrypt Forsta in writing. The notice will include a description of the suspected defect or non-conformity and the circumstances of its occurrence. Upon receipt of such notice, Decrypt Forsta will use commercially reasonable efforts to confirm the existence of the defect or non-conformity, correct it, and provide an explanation of the correction applied. If Forsta reasonably determines that there is no such defect or non-conformity, Decrypt Forsta is entitled to charge Client for the technical Helpdesk Support Services provided to Client (as defined in Article 5.6) at Decrypt's Forsta’s then- standard rates from time to timerate. 3.5 The Helpdesk Services do not include any customizations, adaptations, or modifications to the Proprietary Software to meet Client's requirements. Should Client require any such customization services, the Client will engage Decrypt at Decrypt's standard rates from time to time and a Statement of Work may be issued by Decrypt prior to services being rendered. 3.6 5.6 Client acknowledges that the Helpdesk Services are limited to the services and remedies expressly set out in these Terms and Conditions this Agreement and exclude any services or additionscustomizations, adaptations, modifications or adjustments to the Proprietary Software Services to meet Client’s requirements or to correct any defect or non-non- conformity relating to: (a) : • the use of the Proprietary Software Services in combination with apparatus, systems, products or services where such combination was not provided, proposed or recommended provided by Decrypt or contemplated in the Specifications or Documentation, except to the extent such use reasonably constitutes an intended or expected use of such Proprietary Software and such use was disclosed in writing by the Client to Decrypt in advance of such useForsta; or (b) the alteration or modification of the Proprietary Software Services after delivery by DecryptForsta, if such alteration or modification is made by a person other than Decrypt Forsta or otherwise without Decrypt's Forsta’s written authorization, direction, request or specification; or (c) Client's ’s failure to incorporate any Improvements that Decrypt Forsta has provided to Client; or (d) Client's ’s operation of the Proprietary Software Services in an erroneous way or outside what is described in the Documentation or non-compliance with any of the terms of this Agreement; (e) ; • the access to or operation of the Proprietary Software Services by someone who is not a licensed Client; (f) other than an Authorized User; the failure of Client's ’s systems to meet the applicable Technical Requirementstechnical requirements; or (g) or • issues due to general internet latency and connection loss, or issues related to inadequate bandwidth, insufficient network, etc., and not related to the Hosting Services. Should Client require any such services outside the scope of the Helpdesk Services (“Support Services”), Client will engage Forsta at Forsta’s then-standard rate and a work order may be issued by Forsta prior to such Support Services being rendered. Support Service hours will be billed in quarter hour increments (0.25) with a 0.25 hour minimum charge on all requests. Forsta reserves the right, in its sole discretion, to determine what is considered fair and reasonable within the scope of the Helpdesk Services. 5.7 Client’s Helpdesk Services will expire upon the earlier of the expiration of the Helpdesk Services Term, earlier termination of the Helpdesk Services or the termination of this Agreement, as the case may be.

Appears in 1 contract

Sources: Panel Management Terms and Conditions

Helpdesk Services. 3.1 The provisions of this Article 3.0 apply only to the extent that Client has purchased Helpdesk Services pursuant to the Agreement or the Agreement includes Helpdesk Services as part of the Agreement. 3.2 If the Agreement includes Helpdesk Services, Decrypt Decipher will provide the Helpdesk Services to Client in accordance with the terms of the Agreement and for the Helpdesk Services Term. 3.3 If Client has purchased Helpdesk Services from Decrypt Decipher or the Agreement includes Helpdesk Services as part of the Agreement: (a) Decrypt Decipher will provide Helpdesk Services, so that the Software will function substantially in accordance with the Specifications; (b) Decrypt Decipher will provide the following Helpdesk Services by answering Client's requests for support: (i) explanation of installation procedures, functions and features of the Proprietary Software; (ii) clarification of Documentation; and (iii) error analysis – on regular business days, Monday – 11 through Thursday, 24 hours per day and Friday until 5:00 p.m. GMT through Saturday – 12 a.m. GMT. PT; Client’s request for Helpdesk Services will be acknowledged by Decrypt Decipher within one (1) business hour. Requests received outside of the business hours noted above, on weekends, or holidays listed here: ▇▇▇▇▇://▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇.▇▇▇?cid=helpdesk, (together “Non-Business Hours”) will be acknowledged the next business day 10:00 by 9:00 a.m. GMT Support Service hours will be billed in quarter increments (.25) with a .25 minimum charge on all requests. In the event Helpdesk Services are needed and requested during Non-Business Hours, Decrypt Decipher will charge its standard rate at the time. Prior to commencing Helpdesk Services during Non-Business Hours, Decrypt Decipher may require a “Statement of Work” be negotiated, agreed upon, and executed. The Statement of Work will describe the specific services to be performed and the hours in which they are scheduled to be performed by. The Statement of Work will expressly refer to this Agreement, be a part of this Agreement, and be subject to the terms and conditions contained herein. (c) Client is not restricted to one point of contact when contacting Helpdesk Services with requests; any member of the Client’s staff may reach out independently for support. 3.4 If Client has purchased Helpdesk Services or the Agreement includes Helpdesk Services, and Client after receiving Helpdesk Services in accordance with Section 3.3(a), suspects that there is a failure or deficiency in the Proprietary Software or the Proprietary Software is not performing substantially in accordance with the Specifications or Documentation, Client will notify Decrypt Decipher in writing. The notice will include a description of the suspected defect or non-conformity and the circumstances of its occurrence. Upon receipt of such notice, Decrypt Decipher will use commercially reasonable efforts to confirm the existence of the defect or non-conformity, correct it, and provide an explanation of the correction applied. If there is no such defect or non-conformity, Decrypt Decipher is entitled to charge Client for the technical Helpdesk Services provided to Client at DecryptDecipher's standard rates from time to time. 3.5 The Helpdesk Services do not include any customizations, adaptations, or modifications to the Proprietary Software to meet Client's requirements. Should Client require any such customization services, the Client will engage Decrypt Decipher at DecryptDecipher's standard rates from time to time and a Statement of Work may be issued by Decrypt Decipher prior to services being rendered. 3.6 Client acknowledges that the Helpdesk Services are limited to the services and remedies expressly set out in these Terms and Conditions and exclude any services or additions, modifications or adjustments to the Proprietary Software to correct any defect or non-conformity relating to: (a) the use of the Proprietary Software in combination with apparatus, systems, products or services where such combination was not provided, proposed or recommended by Decrypt Decipher or contemplated in the Specifications or Documentation, except to the extent such use reasonably constitutes an intended or expected use of such Proprietary Software and such use was disclosed in writing by the Client to Decrypt Decipher in advance of such use; or (b) the alteration or modification of the Proprietary Software after delivery by DecryptDecipher, if such alteration or modification is made by a person other than Decrypt Decipher or otherwise without DecryptDecipher's authorization, direction, request or specification; or (c) Client's failure to incorporate any Improvements that Decrypt Decipher has provided to Client; or (d) Client's operation of the Proprietary Software in an erroneous way or outside what described in the Documentation or non-compliance with any of the terms of this Agreement; (e) the access to or operation of the Proprietary Software by someone who is not a licensed Client; (f) the failure of Client's systems to meet the applicable Technical Requirements; or (g) issues due to general internet latency and connection loss, or issues related to inadequate bandwidth, insufficient network, etc., and not related to the Hosting Services. 3.7 Client's Helpdesk Services under the Agreement will expire upon expiration of the Helpdesk Services Term or earlier termination of the Helpdesk Services or the Agreement in accordance with these Terms and Conditions, as the case may be.

Appears in 1 contract

Sources: Software as a Service Agreement