|
|
Support Service Level Agreement
This Support Service Agreement is a legal agreement between myEcommerce Inc ("Service Provider") and you the "Customer"
(either an individual or a single entity).
By accepting this Agreement and subject to the terms and conditions of this Agreement, including those terms and conditions that are set forth on the website located at http://www.myecommerce.biz/Terms-of-Service.html ("terms of Service of the Provider's WebSite") that are incorporated herein by reference, Service Provider agrees to provide certain technical support services ("Services") to the Customer in connection with the Customer's use of authorized versions of specific software ("Supported Software") for which Service Provider is prepared to provide support.
|
|
|
|
|
|
|
|
|
|
|
Technical Support Services
|
Service Provider will provide an Internet-based support system ("Support HelpDesk") generally available seven (7) days a week, twenty-four (24) hours a day on the
Service Provider's WebSite (https://www.myecommerce.biz/helpdesk/).
Assistance
Service Provider will establish and maintain an organization and process to provide assistance for the Supported Software to Customer. Assistance shall include (i)
diagnosis of the deficiencies of the Supported Software and (ii) a resolution of the deficiencies of the Supported Software.
Service Provider will use its best
efforts to cure, as described below, reported and reproducible errors in the Supported Software. Service Provider utilizes the following two (2) priority levels to allow
Customer to categorize reported problems:
PRIORITY 1 - NORMAL REQUEST
Service Provider will commence work on resolving the deficiency within twenty four (24)
hours of notification and will engage staff during business hours until an acceptable resolution is achieved.
PRIORITY 2 - HOTRUSH REQUEST
Service Provider
will commence work on resolving the deficiency within twelve (12) hours (Monday-Friday) or within twenty four (24) hours (Saturday and Sunday) of notification and will
engage staff during business hours until an acceptable resolution is achieved. Priority will be given to Hot Rush requests over Normal requests.
Consulting
Service Provider will establish and maintain an organization and process to provide consulting for the implementation
or use of the Supported Software to Customer. Service Provider utilizes the following two (2) priority levels to allow Customer to categorize the request:
PRIORITY 1 - NORMAL REQUEST
Service Provider will provide an initial response regarding the request within twenty four (24) hours.
PRIORITY 2 - HOTRUSH REQUEST
Service Provider will provide an initial response regarding the request within twelve (12) hours (Monday-Friday) or within twenty four (24) hours (Saturday, Sunday and
Holidays). Priority will be given to Hot Rush requests over Normal requests.
Maintenance
During the term of
this agreement, Service Provider will provide the Customer with copyrighted patches, updates, releases and new versions of the Supported Software along with other
generally available technical material. These maintenance materials including the Supported Software may not be used to increase the licensed number of versions or copies
of the Supported Software. The Customer agrees not to use or transfer the prior version but to destroy or archive the prior version of the Supported Software. All patches,
updates, release and new versions shall be subject to the license agreement related to the Supported Software.
|
|
|
|
|
Compensation
|
Support Fees
Customer shall pay the fees ("Support Fees") set forth for the Services purchased by Customer
in accordance with Service Provider's Pricing that is incorporated into this Agreement by reference. Service Provider may change its Pricing and the fees for its Services
from time to time. Service Provider's changes to the Pricing are effective after Service Provider provides Customer with at least fourteen (14) days' notice of the changes
by posting the changes on the Service Provider's WebSite.
Taxes
All fees under this Agreement exclude all
applicable sales, use, and other taxes and government charges, whether federal, state or foreign, and Customer shall be responsible for payment of all such taxes (other
than taxes based on Service Provider's income), fees, duties, and charges, and any related penalties and interest, arising from the payment of any and all fees under this
Agreement including the access to or license of the Supported Software and performance of the Services hereunder.
|
|
|
|
|
Customer Responsibilities
|
Customer shall always supply support requests in written form using our Support Helpdesk. Customer shall provide to
Service Provider all data that is relevant for resolving each support request. Relevant data may include, but is not limited to, log files, database dumps, program
scripts, descriptions of the hardware and software environment, examples of inputs, expected and actual outputs.
Customer acknowledges that it is the sole
responsibility of the Customer, at all times, including specifically during all service functions performed by Service Provider pursuant to this Agreement and undertaken
on the Customer's local installation of the Supported Software, to protect and maintain an up-to-date and restorable backup of any and all databases, files, utilities,
software and other systems which Service Provider's staff may directly access or in connection with which Service Provider's staff may offer advice. Customer represents
and warrants to Service Provider that it:
(a) is engaged in a lawful business enterprise;
(b) can form legally binding contracts and is authorized to enter into this Agreement; and
(c) is in compliance with all applicable laws appropriate to its location of business and nature of work.
|
|
|
|
|
Disclaimer of Warranties
|
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, SERVICE PROVIDER DISCLAIMS ANY AND ALL PROMISES, REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT
TO THE SUPPORTED SOFTWARE, CORRECTIONS AND THE SERVICES PROVIDED HEREUNDER, INCLUDING PROMISES, REPRESENTATIONS AND WARRANTIES AS TO CONDITION, THE EXISTENCE OF ANY LATENT
OR PATENT DEFECTS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY IMPLIED WARRANTY OF INFORMATION CONTENT OR SYSTEM INTEGRATION.
Without limiting the generality of the foregoing disclaimer, Service Provider does not warrant that its advice or programming on behalf of the Customer will be error free.
For a period of 4 (four) months following delivery of the Assistance Service Service Provider shall have an obligation to correct demonstrated errors in the operation
of the Supported Software which may appear as a result of incorrect provision of the Assistance Service.
SERVICE PROVIDER SHALL NOT HAVE ANY OBLIGATION TO CORRECT
ERRORS IN THE OPERATION OF THE SUPPORTED SOFTWARE IF THE PROGRAMMING CODE HAS BEEN MODIFIED BY CUSTOMER OR BY ANY OTHER PARTY.
|
|
|
|
|
|
|
|
|
|
|
Limitation of liability
|
Service Provider disclaims all liability whatsoever to the Customer or any other party for any act or omission that may result in consequential, indirect, incidental,
special or such other damages including but not limited to, any damage for lost profits, loss of data or loss of business, even if Service Provider has been advised of the
possibility of such damages.
In no event shall the liability Service Provider to the Customer for any claim whatsoever related to this Agreement exceed the total
amount of Support Fees paid for the Services that gave rise to the claim within the calendar year during which the claim arose.
|
|
|
|
|
|
|
|
|
|
|
Termination
|
This agreement shall run for a period of two (2) years from the effective date and shall automatically terminate upon a written notice of termination within thirty (30)
days prior to the anniversary date of the effective date. Upon termination of this Agreement, Service Provider shall have no further obligation to provide any Services
hereunder to Customer. Upon termination, there will be no refund provided to Customer except as set forth in the Moneyback Policy, that is incorporated herein by
reference, and all outstanding fees owed by Customer shall become immediately due and payable.
Termination of this Agreement shall not affect any obligation owed by one party to the other party that have accrued prior to such termination.
|
|
|
|
|
|
|
|
|
|
|
General
|
Governing law
This Agreement is governed by US law. Any dispute arising out or in connection with this agreement
including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration under the Rules of the Los Angeles
Superior Court (LASC) which Rules are deemed to be incorporated by reference into this clause. The place of arbitration shall be Los Angeles, California, United States Of
America.
Force majeure
Except for the payment of any fees due and payable under this Agreement, neither
party's delay in the performance of any duties or obligations under this Agreement will be considered a breach of this Agreement if such delay is caused by a labor
dispute, shortage of materials, fire, earthquake, flood, failures in electric power or telecommunications services, or any other event beyond the control of the party.
Assignment
Customer shall not assign, transfer or delegate this Agreement or any rights or obligations
hereunder. Any assignment, transfer or delegation in contravention of the foregoing provision shall be null and void. Customer agrees that this Agreement may be assigned
by Service Provider, in Service Provider's sole discretion.
Waiver
The waiver by either party of any breach
or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect, limit, or waive such party's right thereafter to enforce
and compel strict compliance with every term and condition of this Agreement.
Non-solicitation
Both the
Customer and the Service Provider agree that while this Agreement is in force and for a period of twelve (12) months thereafter, they shall not directly or indirectly
solicit or offer employment to any of the other's officers, employees, third party contractors and associates who have been involved in or associated with this Agreement
without the other's prior written consent.
Notices
Except as explicitly stated otherwise, any notification
or written communication required by or contemplated under the terms of this Agreement shall be in writing and shall be deemed to be delivered via our Support Helpdesk (https://www.myecommerce.biz/helpdesk/).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
