OLAP OFFICE Technical Support and Annual Maintenance General Terms & Conditions
We means OLAP Office Inc. You means the company or entity named as the customer in the details.
Application means the request for support services.
Acceptance is when our support options staff communicate a reference number to you.
Both of us, each of us, either of us, neither of us, means you an we
1. Provision of Services
1.1. Overview We will provide the services described in the service description which you select. We may amend a service description from time to time. You (on behalf of yourself and all employees and representatives – if any) agree to use the Services on the terms and conditions set out in this Agreement.
2. Products Supported
2.1. Eligible Products
Microsoft Products, and products that are published by OLAP OFFICE, properly registered, validly licensed, and unaltered (“Software”) are eligible for support.
2.2. Minimum Specification
Services will not be provided where the Software is used with less than the minimum system configuration recommended by OLAP OFFICE.
2.3. Removal of Supported Products
The support services covers the product OLAP Office Explorer.
|Examples of events beyond reasonable control are: fire, flood, storm, strike or other industrial dispute, riot, war, rebellion, accident or other acts of God.||
3. Performance of Services
3.1. Standards We follow generally accepted industry standards and practices in carrying out the services. We give no warranties other than as set out within this agreement and all other warranties are excluded.
3.2. Events outside Reasonable control If an event beyond reasonable control prevents you or us from: performing an obligation in whole or in part; or performing it on time (except an obligation to pay an invoice), you and we must: give the other promptly a notice describing the nature of the event and an estimate of the delay; and take all commercially reasonable steps to end the event as quickly as possible, and preferably within 30 days; and resume performance of the obligation as soon as possible after the event ends. You and we are not liable for the non-performance and while the event continues the obligation is suspended. To be noted for this section are the response times in point 5.6 and the and escalation policy in 5.7
4. Provision of Information You must provide us with up to date, accurate and complete configuration and topology information concerning your computer system(s) and network(s) if asked to do so. We reserve the right to refuse to provide services to you at any time if in our sole discretion we determine that your computer and network(s) configuration and topology(ies) are not supportable by us; or you fail to provide the requested information; or you have provided insufficient information for us to progress the issue
5. Rights Arising
5.1. Bug fixes and other support software made available We retain ownership of any bug fixes, workarounds, patches, beta fixes and builds, and other software that we make available in the course of providing the support services and only give you a license to use them. You must use any of the software in accordance with: the end user license agreement or other license agreement governing our product for which the software is provided; or the end user license agreement packaged with the software or any terms expressly set out in writing by us if the software is not provided for a specific product of ours; or the following restrictions if no license agreement is packaged with the software: the software may not be reverse engineered, de-compiled or disassembled to the extent this restriction is permitted by law; and the software may not be loaned, leased, sold, or otherwise distributed to another user; and to the maximum extent permitted by law the software is provided ‘as-is’, without warranty of any kind; and we may terminate your use of the software if you do not comply with these restrictions.
5.2. Company information You give us the permission to use your technical information for problem resolution, internal troubleshooting, product functionality enhancements and fixes, and in any descriptions of problems or solutions to problems that we store and subsequently may distribute. We must not identify you or publish your confidential information in any.
5.3. Feedback Each of us is free to use any suggestions, comments or other feedback you or we give the other concerning any confidential information, code or other released or unreleased software or hardware. Neither of us can disclose the source of the feedback without the other’s consent.
5.4. Maintenance Release We shall release, at our sole discretion, Maintenance Releases periodically to resolve specific reported issues of the Supported Software. You will be responsible for installation of the Maintenance Release and need to have purchased “Annual Maintenance”.
5.5. Product Updates We shall release, at our sole discretion, Product Updates periodically to provide enhanced functionality of the Supported Software. You will be responsible for the installation of the Product Update and need to have purchased “Annual Maintenance”.
5.6. Response Times and Problem Categories OLAP OFFICE will endeavor to resolve issues at the time of the call if however this is not possible then the following response times dependent on problem type can be expected. Response Times and Problem Categories Problem Type Priority Allocated By OLAP OFFICE Response Time Installation Support for a new maintenance or version of the Supported SoftwareMedium8 hours .Minor software problem, i.e. feature not working as documented, but system operationalMedium8 hours .Major system problem, i.e. system not workingHigh4 hours
5.7. Escalation If an issue cannot be resolved by frontline support it will be escalated to second line. OLAP OFFICE will endeavor to keep Customer informed of progress throughout this process. If second line cannot resolve the issue then it will be passed to OLAP OFFICE development as either an enhancement request or bug fix whereby reasonable efforts will be made to correct the problem in the next release of the supported software. Note that an issue may be considered resolved by a work around or application alternative. When a problem is considered mission critical, wherever possible, OLAP OFFICE will make best endeavors to issue an “Emergency Release” of software to resolve the problem. OLAP OFFICE will make reasonable efforts to ensure that the skill levels of the staff providing the support and escalations are commensurate with the competence needed to resolve the service calls
6. Fees and Payment
6.1. Payment You agree to pay within the time stated, our fees described in each support services description.
6.2. Taxes Our quoted fees and expenses exclude VAT which is payable in addition.
7. Duration, Termination & Amendment
7.1. Duration This agreement continues for the period described in the services description, unless earlier terminated, as set out here.
7.2. Ending the agreement You can terminate this agreement at any time by giving us 30 days written notice. We may suspend the provision of services, or at our option, terminate this agreement if you do not pay any undisputed amount that has been outstanding for more than 30 days. You or we can terminate this agreement if: there is a material breach or default of any obligation by the other under this agreement or support services description; and the breach or default is not remedied within 30 days of receiving notice of it.
7.3. Consequences of termination – agreement If this agreement is terminated by either of us with or without cause: you must pay us all monies due under this agreement unused incidents cannot be carried forward and will expire on termination
8.1. Limit If our negligence or breach of this agreement contributes to any loss or damage you suffer, then to the full extent permitted by law: we are not liable for loss of profits, business interruption, loss of business information, economic loss or any other indirect, incidental, consequential or special loss or damage; and our total liability for any other damage is limited to 150% of the amount actually paid by you to us for the services which gave rise to the claim. Our liability to you for loss or damage of any kind is reduced to the extent that you contributed to the loss or damage.
8.2. Indemnity You agree to indemnify us in respect of any claims, whether of damages, costs or otherwise, against us, which arise as a result of your use of Services for the benefit of any third party to the extent that any such claim exceeds the limit of liability, set out in clause 8.1
8.3. Continuation after termination These limitations continue after this agreement has ended
9.1. What is confidential information Confidential information means: information marked as confidential, or which ought in the circumstances surrounding the disclosure or in the nature of the information, ought in good faith be treated as confidential. Confidential information does not include: information developed independently by you or us; or information known before this agreement was entered into, or becomes publicly available subsequently; or information that is received from another source that can reveal it lawfully
9.2. Use of confidential information Each of us can disclose the other’s confidential information on a need to know basis, and subject to the confidentiality obligations of this Agreement to: Employees; contractors; employees or contractors of our affiliates; legal and financial consultants; a court , if required subject to a court order, provided that we promptly give the other notice of the requirement Each of us must not disclose the confidential information to anyone else without the other’s prior written. consent.
9.3. Safety measures Each of us must safeguard the other’s confidential information as securely as we protect our own confidential information
9.4. Duration The obligations on a piece of confidential information continue for 5 years after the piece has been disclosed, even if this agreement has been terminated.
10. General Matters
10.1. Entire agreement The agreement between you and us with respect to the services consists solely of these terms and conditions and the service description applicable to the support services which you purchase. The conditions on any purchase order or other form submitted by you cannot override this agreement or apply to the services provided under it.
10.2. Notices All notices under this agreement must be in writing and signed by an authorized person. They may be: delivered to the address for notices last notified by the addressees (they are taken to be received at the time of delivery or, if delivery was outside business hours, on the next business day); or posted to the address for notices last notified by the addressee; or faxed to the fax number for notices last notified by the addressee (they are taken to be received at the time shown in the transmission report as the time the whole fax was sent).Notices take effect from the time they are received unless they specify a later time.
10.3. Assignment of rights You cannot assign any rights or obligations under this agreement to anyone else without our prior written agreement. We may use sub-contractors to perform the services which you purchase.
10.4. Variation of rights You and we can only vary this agreement by agreeing in writing.
10.5. Waiver of rights A condition of this agreement, or a right created by it, is only waived when you or we do so in writing. A waiver of a breach of this agreement does not waive any other breach.
10.6.Validity of conditions If any part of a condition in this agreement is unenforceable, it is taken to be modified to remove the unenforceable component. The rest of the agreement is not affected by this modification.
10.7. Compliance with Laws and Governing law You and we must comply with all applicable laws and regulations. You agree to comply with all applicable international and national laws that apply to the export and import of software. This agreement is governed by English law. You and we agree to take legal proceedings over this agreement only in the Minnesota courts. Any proceeding must be started within 1 year from the date a right or claim first arose.