Beyond Impact 2.0 LLC HOSTING SERVICES AGREEMENT
These Terms and all Addenda hereto form the complete agreement (“Agreement”) between Beyond Impact 2.0 LLC (“Company”) and the undersigned client (“Client”), effective as of the day last signed below. The parties agree as follows:
1. Access. Company will provide Client with access to the hosting and consulting services (the “Services”) as set forth in a Hosting Services Sales Order (“HSSO”), applicable Exhibits and Addendums, each of which upon full execution shall become Addendums to these Terms. Company will provide support for the Services in accordance with the Service Level Agreement and Services Process.
2. Client Obligations. Client will secure communication services, including but not limited to, bandwidth, etc., and equipment from its communications provider. The Company uses Internet access as a means of connecting with the Client. Unless specified by Client or the Company in an addendum, there are no specialized or direct requirements for VPNs, MPLS or PTP’s. Therefore, the Client is responsible for establishing and maintaining connectivity to the internet. Company is not responsible for interruptions, failures, errors, defects, downtime, packet loss, transmission speed, lost productivity, or other problems related to communications services caused by Client’s communication provider or for any other issue not directly attributable to Company; and Client and Company each warrant to the other that each has secured and will keep in effect throughout the Term of the applicable HSSO, all of the necessary software licenses for the Services.
3. Permitted Use. Client will not access unauthorized areas of Company’s systems and will not engage in any hacking, reverse engineering, security breaches, sending unsolicited emails, causing denial of service attacks or any other harmful activity on Company’s systems. In the event that Company detects unpermitted use by Client, Company will notify Client and Client will immediately cease such unpermitted use. If Client fails to cease unpermitted uses immediately, Company may suspend Service to Client until Client prevents such unpermitted use. If unpermitted use does not cease in its entirety after notification, Company may terminate the applicable HSSO or this Agreement without penalty or refund due to Client. In the event Client becomes aware of unpermitted access to Company’s system, Client will immediately cease such access and send an email to Customercare@beyondimpactllc.com indicating the unauthorized use.
4. Fees. Client will pay the fees as set forth in each HSSO and addendums. Client will be invoiced (which may be via email or mail to Client’s billing contact) on the first day of each month for all recurring Services. Client will also be invoiced immediately upon any changes in the Company’s control panels (http://beyondimpactllc.com/support/); or receipt of a change order; or a “MACD” (move, add, change, delete) for all changes or additions to the Services. Company reserves the right that all new addendums to the HSSO will be co-terminus. Payment is due for all undisputed amounts no later than the last day of the month for all invoices sent during the month. Client’s first billing will commence upon receipt of a fully signed HSSO. If any payment exceeds 5 days past due, Company may suspend Service until outstanding payment is received. Starting on the 6th day past due, late fees may be assessed at the rate of 1.5% or $100.00 per month whichever is greater. In the event Company fails to meet the Service Availability Percentage as defined in the Service Level Agreement and Services Process, Client shall provide notice of such failure within ten days of the date of first occurrence of the failure, including facts sufficient to enable Company to verify such failure. Any credits due Client in accordance with Paragraph 5 below will be applied against the monthly fee for the next Service month.
a. True-Up Billing: At all times the Company puts forth its best effort to bill for all services provided under the HSSO. In the event the Company inadvertently does not bill for services as defined in the HSSO, the Company has every right to perform a True-Up Billing. A True-Up Billing is defined by determining the date in which the services were not billed, determining the most current month, and billing for the services as defined in the HSSO. The Client agrees not to dispute the True Up amount and agrees to submit payment upon receipt of the True-Up Billing invoice.
b. Microsoft SPLA licensing increases: If during the Term of the HSSO the Microsoft SPLA Licensing prices increase to the Company, the Company will increase the monthly recurring prices to the Client without notice.
5. Service Credits. Service Availability Percentage for Services is set forth in each HSSO and is based upon a full calendar year. Company reporting for monitoring, logs, outages reported by Client and uptime data is available upon request.
a. Accounting for Outages: An Unplanned Outage is defined in section 4 of the Service Level Agreement and Services Process. In the event of an Outage the Client may submit a request to Company’s billing department at billing@BeyondImpactLLC.com for a credit if the SAP in a calendar month is not met due to an Unplanned Outage. After verification of an Unplanned Outage, and if it is determined that Client is due a credit, Company will within 30 days of the receipt of Client’s request, issue a Service credit to be applied solely against future invoices. In the event that Client is unable to access the Services for reasons other than an Unplanned Outage the Company shall work diligently either independently or with third party vendors to resolve such outages on Client’s behalf, but no credits shall be due. The amount of Service credit for a Service Month will be the lesser of (a) the month’s charges or (b) the month’s charges times the total number of outage hours divided by 1/10 of the number of hours in the Service Month. Client waives any claim for Service credits for Outages if it fails to submit a request within 30 days from the end of the Service Month in which the Outage occurred. Company’s failure to maintain its hosting SAP due to four or more unplanned Outages in a month is a material breach. Client may, at its election, terminate this HSSO without penalty upon written notice to Company for an aggregate period of Outages totaling more than 40 business hours in a month.
b. Exempt Events: The following events are not Outages:
(1) Access or use problems caused solely by Company’s provision of planned Scheduled Maintenance activities (Company will put forth it’s best effort to schedule planned maintenance at least 24 hours in advance to minimize the impact on Client); or
(2) Access or use problems solely related to the failure of the Client’s administrators, computer hardware or software controlled solely by Client (including but not limited to firewalls, routers, computers and printers); or
(3) Access or use problems associated with Client’s failure to use the Services in accordance with any instructions, specifications and Company’s Acceptable Use Policy; or access or use problems that are attributable to events solely beyond Company’s control, including, without limitation, Client’s failure to furnish necessary information requested by Company, delays caused by Client’s customers or third parties other than agents or suppliers of Company, sabotage, natural disasters, acts of government, failure or substitutions of equipment, lawsuits, accidents, shortages of fuel, extended power failure, fire, flood, acts of God, labor disputes, riots, or acts of war; or
(4) Access or use problems that are attributable to local, regional or national carriers that provide transport or bandwidth services to Company or to Client; or
(5) Access or use problems caused solely by software, patches, updates, or upgrades to the operating systems, subsystems, applications, or database software that were attributable to written instructions from Client or Client’s agents; or
(6) Access or use problems caused by software that is behind in revisions and not at current released levels supported or considered current by the software company.
(7) Access or use problems caused solely by Client’s users, representatives or employees; or
(8) Incorrect, out-of-date, bad, wrong, or misinterpreted written or verbal information provided to Company by Client, Client Representative(s) or Developer of the software; or
(9) Software installs done incorrectly or incorrect configuration settings done by the Client, Client Representative(s) or Developer of the software.
6. Confidentiality. All confidential information belonging to one party and disclosed to the other party shall remain solely the property of the disclosing party, and its confidentiality shall be maintained and protected by the recipient with the same effort used to protect its own confidential information, which degree of effort shall in any event be non-negligent. Company’s pricing shall be the confidential information of Company. The parties agree further not to use each other’s confidential information for any other purpose than as contemplated by this HSSO. Company will not claim any ownership in or rights to data, data integrity or content originated by Client or stored on Client’s behalf on Company’s equipment.
The obligations of the parties set forth in this paragraph extend to any and all agents, representatives, employees, and subcontractors of either party. Confidential Information shall not include (a) information publicly available; (b) information previously known to the recipient without obligation of confidentiality; or (c) information required to be disclosed by law or court order.
7. Configurations. All Company confidential information pertaining to the creation, architecture, engineering, development, ongoing maintenance, updates, upgrades and improvements of the Client’s designated environment, which consists of hardware, software and network configurations, is solely the information of the Company and referred to as “The Secret Sauce.” The Company has no obligation whatsoever to share The Secret Sauce with the Client. At no time can the Client make claim to The Secret Sauce, and Company is under no obligation to ever disclose The Secret Sauce to the Client.
8. Access between Desktops. In some situations the Company will provide a Company Desktop as a means by which the Client can access applications. The Client users will have the ability to drag and drop or cut, copy and paste information from the Company Desktop to the Client’s local device desktop. This feature is known as “Drive Mappings” and it is enabled as a default feature for all Client users who have a named account in Active Directory. If the Client determines the Drive Mappings feature should be disabled, the Client must submit a formal request in writing (email or letterhead) to the Company, specifically requesting the Drive Mappings feature to be disabled. This feature is companywide and not available on a user by user basis. The Drive Mapping feature is considered by the Company to be a possible threat to the security of the Clients confidential and non-confidential data and should be evaluated on a regular basis if left enabled.
9. Term. Unless stated otherwise in the HSSO, the initial term of each HSSO is 3 years (36 months) from the effective date of each HSSO. Company will provide notice to Client of any changes in price at least 30 days prior to the beginning of any renewal term, and unless a notice of termination is received by either party at least 30 days prior to the date of termination of the then-current term, this HSSO will automatically renew at the prices set forth in Company’s notice to Client.
10. Termination for Cause. Either party may elect to terminate this HSSO in the event of a material breach by the other party, such termination effective 30 days after receipt of written notice of the breach by the breaching party, unless the breach is cured within the 30-day notice period. Company may terminate this HSSO or suspend Client’s access at any time for cause, including governmental prohibition or required alteration of the Services to be provided or any violation of an applicable law, rule or regulation.
11. Termination Services. Commencing thirty days prior to termination of an HSSO, the Client can request non- production or older versions of their data for local testing and setup. Upon termination, all Client data will be transferred as agreed upon between the parties, and, if no agreement is reached, such data will be transferred within 24 hours of termination to a device supplied by Client and delivered to Client and returned to Client at Client’s pre-paid expense.
12. Early Termination. Client may terminate the HSSO for convenience upon payment of all recurring fees due under the full term of the HSSO. The dismantling, removal and transfer of the environment and the data by Company shall be billed at Company’s then-current hourly rates, the estimated amount of which must be pre-paid by Client.
13. Warranty and Disclaimer. Company warrants that the Services will be provided in accordance with the HSSO and the Services set forth in the Addendum(s) and that the Services will be provided in a good and workmanlike manner at least to industry standards; and that the Services will not infringe the proprietary rights of a third party. EXCEPT AS STATED IN THIS Section 13, THERE ARE NO EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE SERVICES PROVIDED UNDER THE AGREEMENT, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE WARRANTIES SET FORTH IN THIE AGREEMENT ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES WITH RESPECT TO SUCH SERVICES, WHETHER ORAL OR WRITTEN AND WHETHER EXPRESS OR IMPLIED.
14. Limitation of Liability. COMPANY WILL NOT BE LIABLE FOR ANY FAILURE OR DELAY IN PERFORMANCE DUE SOLELY TO ANY FORCE MAJEURE CAUSE. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR (A) ANY SPECIAL, INDIRECT, INCIDENT OR CONSEQUENTIAL DAMAGES, (B) ANY DAMAGES RESULTING FROM LOSS OF USE, DATA OR PROFITS OR (C) ANY CLAIM THAT AROSE MORE THAN THE PERIOD OF TIME ALLOWED BY THE STATUTE OF LIMITATIONS APPLICABLE THERETO IN MINNESOTA PRIOR TO INSTITUTION OF SUIT THEREON, WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY.
15. Indemnification. Client will hold Company harmless from, and defend and indemnify Company against, any and all claims, losses, damages and expenses, including reasonable attorneys’ fees, arising from a third party claim against Company to the extent that such third party claim is based on a breach of this Agreement due to Client’s infringement of third party intellectual property rights through gross negligence or willful misconduct; and Company will hold Client harmless from, and defend and indemnify Client against, any and all claims, losses, damages and expenses, including reasonable attorneys’ fees, arising from a third party claim against Client to the extent that such third party claim is based on a breach of this Agreement due to Company’s infringement of third party intellectual property rights through gross negligence or willful misconduct.
16. Force Majeure. Neither Company nor Client will be deemed to be in default of any provision of this Agreement for any failure in performance resulting from acts or events beyond the reasonable control of Company or Client, as the case may be, including, without limitation, acts of God, civil or military authority, civil disturbance, war, strikes, fires, other catastrophes, telecommunication outages, or other such major events beyond Company’s or Client’s reasonable control.
17. Governing Law. This Agreement is governed by and construed in all respects in accordance with the laws of the State of Minnesota, without regard to conflicts of laws principles.
18. General. The section headings in this Agreement are for convenient reference and are not a part of this Agreement. No waiver of any breach of any provision of this Agreement will constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver will be effective unless made in writing. This Agreement may be modified or amended only by written agreement signed by the parties. If any provision is held to be illegal, invalid or unenforceable under present or future laws effective during the Term, the provision will be fully severable; and this Agreement will be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part of this Agreement; and the remaining provisions of this Agreement will remain in full force and effect. In the event of a conflict between the Terms, the HSSO or the Addendums, the Addendums shall control, then the HSSO, then Terms. This Agreement contains the complete agreement between the parties concerning the subject matter and supersedes all prior understandings, letters of intent, proposals or agreements, and all prior communications between the parties relating to the subject matter hereof.
We take your privacy seriously.
Personal privacy is important to Beyond Impact 2.0 LLC. We respect the privacy of every individual and take reasonable measures to protect the privacy of information provided to Beyond Impact 2.0 LLC by others. The personal information collected by Beyond Impact 2.0 LLC falls into two basic categories: (1) information collected from and/or provided by web-site visitors to the Beyond Impact 2.0 LLC Sites; and (2) information collected about Customers. Third-party service providers or those whose sites may appear on the Beyond Impact 2.0 LLC Sites may also collect personal information; however, their practices are not necessarily within the control of Beyond Impact 2.0 LLC.
Beyond Impact 2.0 LLC employees are subject to the Beyond Impact 2.0 LLC Business Ethics Guidelines which include, among other things, compliance with legal requirements and company policies relating to the privacy of communications and the security and privacy of Customer records. Beyond Impact 2.0 LLC employees are expected to abide by this policy and follow applicable laws, rules, regulations, and court or commission orders that apply to our business. Employees who fail to meet the standards embodied in the Guidelines may be subject to disciplinary action, up to and including dismissal.
Information Collected Via the Internet
The information available to Beyond Impact 2.0 LLC when a web visitor is on a Beyond Impact 2.0 LLC Site helps Beyond Impact 2.0 LLC to improve the quality and usefulness of our sites. In general, Beyond Impact 2.0 LLC gathers some generic information automatically to make the Beyond Impact 2.0 LLC Sites more helpful to visitors. Generic information does not reveal the identity of a visitor, and usually consists of the Internet address assigned to the visitor’s computer, the number and frequency of visitors, the Beyond Impact 2.0 LLC Sites visited, etc. Beyond Impact 2.0 LLC accomplishes this by using certain technologies, such as web log analysis, data-tagging tools and/or “cookies. ” These technologies can be used to provide the visitor with tailored information about Beyond Impact 2.0 LLC services and help make our sites more responsive by helping to personalize each visitor’s experience. Beyond Impact 2.0 LLC does not combine information collected in this way with any personally-identifiable information. If you don’t want to accept cookies, you can set your browser to notify you when you receive a cookie and so that it can be refused or accepted. Refusing cookies may, however, make certain features on Beyond Impact 2.0 LLC Sites unavailable.
Of course, some activities require personal information — when making a purchase, enrolling for a referral program, using a credit card to pay for services, submitting a resume, requesting certain types of information, sending an e-mail to an Beyond Impact 2.0 LLC Site, etc. (when provided by web visitors who are or become Customers as a result of their visit to an Beyond Impact 2.0 LLC Site, such information will thereafter be treated as Customer information, see below). On those sites where visitors voluntarily submit questions, comments, feedback, suggestions, ideas or the like, Beyond Impact 2.0 LLC will treat that portion of the information as non-confidential and non-proprietary and assumes no obligation to protect such information from disclosure.
Whenever personal information is provided on a Beyond Impact 2.0 LLC Site, it will be used for the specific purpose or to respond to the specific request for which it was given. In most cases, there is the opportunity to select whether Beyond Impact 2.0 LLC may, or may not, use this information for additional purposes. Individuals may also request that Beyond Impact 2.0 LLC not use their information for certain purposes by emailing us at daleholmgren@BeyondImpactLLC.com and we will update contact preferences. Beyond Impact 2.0 LLC continues to have, and reserves the right to send Customers service updates, bulletins and other important information about their Beyond Impact 2.0 LLC services.
Absent any instructions limiting the use of a visitor’s information, Beyond Impact 2.0 LLC may use the contact information provided by visitors to Beyond Impact 2.0 LLC Sites to provide information about additional services and products offered by the Beyond Impact 2.0 LLC family of companies, Beyond Impact 2.0 LLC authorized agents, and other goods and services providers with whom Beyond Impact 2.0 LLC has relationships and whose offerings might be of interest to visitors. Beyond Impact 2.0 LLC will not, however, sell or trade a visitor’s personal information unless we are authorized by you or legally required to do so, or in the case of imminent physical harm to the visitor or others.
Service Level Agreement and Service Process
Beyond Impact 2.0 LLC, Inc. and Client
Service Level Agreement and Services Process
1. Service Availability. Service Availability (“SA”) for hosting Services is measured by sending and receiving “packets” over the public Internet, through dedicated and non-dedicated VPN, MPLS, PTP, etc., through the Beyond Impact 2.0 LLC, Inc. (“Company”) firewall to the Client’s designated environment located in the Company data centers. The response of the Client’s designated hardware to the “packets” will signify and confirm that the hosting Service (“Service”) is available for access by the Client.
2. Definition of “packet.” A piece of an electronic message transmitted over a packet-switching network.
3. Scheduled Maintenance. Scheduled Maintenance is the action of the Company to plan a defined time to deny all or partial access to the use of the Services for a reasonably defined period of time. The Company will notify the Client in advance by posting a notice via email, letter, phone call, Company support portal, text, Skype, Microsoft LYNC, verbal, GoTo Meeting, etc., to at least one primary contact of the Client. The Company reserves the right to extend past the defined period with no notice. Whenever possible the Scheduled Maintenance will be performed during low usage hours to minimize Service interruptions. The Company will always strive to provide at least 24 hour’s notice. However, if the Company has reason to believe there is the potential of an emanate threat or security breach, the Company has the right to deny all access with no notice to the Company.
4. Unplanned Outage. An Unplanned Outage is considered to be an instance in which all of the Clients users are unable to access the use of the Services for more than 60 minutes due to a failure cause by an action that is within the control of the Company’s responsibilities that can be proven as unplanned; or was not planned in advance as Scheduled Maintenance. In the event of an Unplanned Outage, Section 5 of the Beyond Impact 2.0 LLC Hosting Services Agreement Terms sets forth the remedies available to Client.
5. Service Availability Percentage. Client’s Service Availability Percentage (“SAP”) is set forth in Section 3 of the HSSO. If the SAP is not defined within the HSSO or by an Addendum or by a quote, the SAP will be 99%. The SAP shall not apply during Scheduled Maintenance period, and or during approved changes memorialized in a Request for Change (“RFC”)authorized by the Client, and or all application software upgrades, patches or hotfixes, and or planned Scheduled Maintenance(s) extending past posted time; and or the Client communications services failure; and or changes requested by Client that are provided through third party consulting Services; and or Client software application(s) failures; and or the Client knowingly or unknowingly negatively affects the Services; and or everything and anything out of the control of the Company, If a need for variability or changes to the SAP arise, the Client will be notified in advance and shall approve such variability in writing prior to any change in the SAP. Company will strive to give Client at least 24 hours advance notice of any scheduled maintenance events, but reserves the right for a shorter time period if the Company deems it necessary.
6. Definition of “Last-Mile.” The telecommunications technology that connects the Company’s intranet to the worldwide Internet.
7. Customer Care availability for Services. At any time, 24 hours a day, 7 days a week, a Client can create a new incident request using the Company Service Request Portal (“SRP”) located on the Company internet website or directly at https://mysrp.goiwx.net/CGWeb/Login.aspx. The Company provides support for Services through the SRP, over the telephone, email or remote screen share support. Standard business hours are defined as 8:00am to 6:00pm CT. Non-standard business hours are defined as 6:01pm to 7:59am CT. During non-standard business hours, support calls are returned based on the severity of the support request as initially classified by Client. Severity Level 1 requests indicate Client’s ability to connect to the Internet but reproducible inability of all AD users to connect to a Service. Severity Level 2 requests indicate that business is sub-optimal but a reproducible problem affects the ability of AD users to connect to a Service, and Severity Level 3 requests do not have a substantial impact on Client’s ability to do business (for instance, an infrequent and slight slowdown in response time of Client’s system). Severity Level 1 requests will be handled 24/7. Severity Level 2 and Severity Level 3 will be handled only during standard business hours.
8. Support Level and Response timing.
8.1. Incident request – At any time, 24 hours a day, 7 days a week, a Client can create a new incident request using the Company Service Request Portal (“SRP”) located on the Company internet website or directly at https://mysrp.goiwx.net/CGWeb/Login.aspx. The Company provides support for Services through the SRP, over the telephone, email or remote screen share support.
8.2. First Level support – Incident requests are acknowledged within (2) hours during standard business hours.
8.2.1. Review or create an open Incident request.
8.2.2. First level diagnosis
18.104.22.168. Determine if customer is able to connect
22.214.171.124. Determine if applications and databases are operational
126.96.36.199. Determine and quantify which application requires attention
188.8.131.52. Learn more if an error message is on the screen
184.108.40.206. Learn more if unable to print
8.2.3. Escalation to Second Level support if applicable
8.2.4. Close open incident if applicable
8.3. Second Level support –upon completion of first level (if not resolved)
8.3.1. Review open incident
8.3.2. Gain further understanding of the open incident
8.3.3. Second level diagnosis over the phone
8.3.4. Application related (if applicable)
220.127.116.11. Contact developer to open log pertaining to open incident
18.104.22.168. Patch or upgrade software application if possible (see section 10. Application Software Patches, Bug Fixes and Upgrades)
8.3.5. Local area network (if applicable)
22.214.171.124. Run quick diagnostics and troubleshooting on devices
126.96.36.199. Suggest calling the manufacturer of local or network printer
188.8.131.52. Contact ISP or communications carrier to open a trouble ticket
184.108.40.206. Down load drivers
220.127.116.11. Escalation to Third Level support if applicable
18.104.22.168. Close open incident if applicable
8.4. Third Level support – upon completion of second level if incident not resolved:
8.4.1. Review open incident
8.4.2. Upgrade software at a scheduled time if applicable (see section 10. Application Software Patches, Bug Fixes and Upgrades)
8.4.3. Run scripts against application software (see section 10. Application Software Patches, Bug Fixes and Upgrades)
8.4.4. Apply patches immediate or at a scheduled time (see section 10. Application Software Patches, Bug Fixes and Upgrades)
8.4.5. Work with application developer to resolve open issue
8.4.6. At Client’s request, work with ISP, communications carrier, web hosting or other outside services at a billable rate
8.4.7. Close open incident
9. Client Connection to Company Network – Unless Client has a VPN configured to the Company Network; Client is responsible to maintain adequate monitoring to assure availability of their ISP’s bandwidth. Upon request the Company can provide a test site to the Client for testing bandwidth speed and its connection to the internet. Client Connection directly to Company Network is an additional service. Direct Connections that are approved are VPN’s and private circuits.
10. Application Software Patches, Bug Fixes and in place Upgrades – As part of the monthly hosting fees, Company will provide services to apply Software Patches (“Patches”), Software Bug Fixes (“Fixes”) and Version (in place)Upgrades (“Upgrades”), collectively known as RFC (Request for Change). Under no circumstance will the Company act on its own without a prior request submitted through the Company Service Request Portal – http://Beyond Impact 2.0 LLC.com/support/ from the Client and/or the Software Developer to perform RFC Services. Under no circumstance will Company apply version in place upgrades on its own, but will provide technical assistance to support the Client or Client third party consultant.
Important Note: Applying hot fixes, patches, bug fixes, upgrades, updates, firmware changes, etc. can cause 100% planned outages. Beyond Impact 2.0 LLC is not responsible for a planned outage dictated as a best practice by the developer or author of software.
10.1. Client Request – Action initiated by the Client
10.1.1. The Client can request RFC Services as deemed necessary for continued acceptability of Client applications. The timing for applying the requested RFC Services is based on several factors:
10.1.1.1. The criticality of the RFC Service
10.1.1.2. The availability of resources at both the company and the developer of the software
10.1.1.3. The availability of the hardware in which the software code resides
10.1.1.4. The level of proficiency of the Client with the use of the software
10.1.1.5. The availability of the Client to test the software after the RFC Service is performed
10.1.1.6. The Client is in good standing with respect to applicable licenses it is responsible for.
10.1.2. The Client must submit all requests for RFC Services to the Company via email to customercare@Beyond Impact 2.0 LLC.com. If the Client deems immediate action is necessary, the Client can call 952-258-6333 for immediate assistance. However, the actual RFC Service will not be initiated until a written authorization is received and approved by the Company.
10.2. Company – Action initiated by the Company
10.2.1. The Company will apply Patches, Fixes or Version Upgrades based on the following:
10.2.1.1. Based on a Client request that is already scheduled, anticipated date on the Company schedule; and the Client has performed all applicable testing as instructed by Company; and the Client has authorized the Company to perform the RFC Services. Company shall not be responsible for delays in implementing RFC if support from the software supplier is reasonably required but unavailable.
10.3. Software Supplier – Action initiated by the supplier of the software
10.3.1. The Supplier can request RFC services on the behalf of the Client for the continued acceptability of the Client applications. The timing for applying the requested RFC Services is based on several factors:
10.3.1.1. The criticality of the RFC Service
10.3.1.2. The availability of resources at both the company and the developer of the software
10.3.1.3. The availability of the hardware in which the software code reside
10.3.1.4. The written authorization from the Client to the Company to perform the RFC Service
10.3.1.5. The availability of the Client to test the software after the RFC Service is performed
11. Backup Services, Frequency and Retention. The standard backup service provided is one (1) full backup every twenty-four (24) hours of the Client’s production “live” data. “Data” is defined as a database or databases and/or a file or files. Backup services are only provided for the data that is stored by the Company on the behalf of the Client. The Company retains five (5) days of full backups. On the sixth day the new full backup overwrites the first backup. On the seventh day the new full backup overwrites the second backup, and so on. At any given point in time, the Company will not retain more than five (5) days of full backups, which are in sequential order. If the Client has access to the software or process that creates the backup database(s) or file(s), then the Company is not liable for the backups and the Client releases Company of any and all obligations relating to maintaining or managing backups.
12. Access between Desktops. In some situations the Company will provide a Company Desktop as a means by which the Client can access applications. The Client users will have the ability to drag and drop or cut, copy and paste information from the Company Desktop to the Client’s local device desktop. This feature is known as “Drive Mappings” and it is enabled as a default feature for all Client users who have a named account in Active Directory. If the Client determines the Drive Mappings feature should be disabled, the Client must submit a formal request in writing (email or letterhead) to the Company, specifically requesting the Drive Mappings feature to be disabled. This feature is companywide and not available on a user by user basis. The Drive Mapping feature is considered by the Company to be a possible threat to the security of the Clients confidential and non-confidential data and should be evaluated on a regular basis if left enabled.