Common use of Services and Service Levels Clause in Contracts

Services and Service Levels. 7.1 In consideration of payment by GGO of the Ongoing Fees, AIL shall provide the Services, which shall include: 7.1.1 the training of, and the provision of technical documentation to, GGO and Intervening Companies, to enable the effective understanding, use and functioning of the Game Platform by GGO and Intervening Companies. All reasonable and documented travel and accommodation costs for such training and instruction shall be agreed in advance and paid for by GGO; and 7.1.2 maintaining and providing an efficient and effective call control facility to deal with fault calls made by GGO relating to the Game Platform and efficient and effective support staff to respond properly to such calls. 7.2 AIL warrants and undertakes that: 7.2.1 AIL shall provide the Services with reasonable care and skill, in accordance with good industry standards and the Services shall be provided substantially in accordance with the Service Level Agreement as set out in Schedule 2 hereto as well as in accordance with any additional descriptions and specifications which may be agreed in writing between the Parties from time to time and the Services shall be adequate and suited for the purpose envisaged by this Agreement; 7.2.2 AIL shall provide the Services in such a way as to not cause any material fault or malfunction in the Game Platform and so as not to cause any material interruption to the Games Global Games or to the business of GGO (other than any agreed, and/or unavoidable interruption which is required in order to perform the Services in a proper and efficient manner); 7.2.3 AIL shall keep good records relating to the Services provided to GGO, and shall manage and control any requests made for changes to the Services by GGO (which are agreed to by AIL). Requests for changes to be made to the Services shall be made by GGO according to the process detailed in clause 6.6; and 7.2.4 AIL shall maintain data backup equipment and procedures and shall exercise and install appropriate security measures to protect any part of the Game Platform which is licensed to GGO in terms of this Agreement and which is under AIL’s control or in its possession. 7.3 Where AIL uses sub-contractors, AIL shall at all times remain responsible for such sub-contractors. 7.4 The Parties agree that during the provision of the Services by AIL, GGO may provide AIL with the details of persons or entities which are designated by GGO as customers, agents, partners or suppliers to GGO (“Designated Parties”). AIL acknowledges and agrees that all information which is disclosed or exposed to AIL by any Designated Party of GGO is deemed to be Confidential Information and is subject to the provisions of clause 12 of this Agreement. 7.5 The Parties agree to hold quarterly performance review and co-operation meetings during the term of this Agreement. These meetings may be held in person or by remote communication and will enable the Parties to discuss: (i) compliance with the Service Level Agreement; (ii) any anticipated Changes or changes to the Services; (iii) road map management and (iv) disputes and any other matters tabled by the Parties. 7.6 The Parties agree that between 6 (six) and 12 (twelve) months after the Effective Date, the Parties shall negotiate in good faith on any appropriate amendments to the Service Level Agreement which the Parties mutually agree are required or are necessary based on the outcome of the reviews and meetings to be held in terms of clause 7.5.