Service Order Terms
ASSUMPTIONS AND CRITERIA
In order to enable a successful and timely completion of this engagement, the Customer is responsible for the following:
Providing appropriate access to Customer’s management, staff, data center facilities, and resources identified as essential to complete work activities. This includes appropriate work areas with desks, chairs, phone, terminal access, system access including remote logon capabilities, and access to authorized data sets, as may be required to complete work activities.
Designate a point of contact that will interface directly with the Sentia’s consultant(s) and will bear the responsibility for follow-up with the Customer’s internal resources and fulfillment of any requests made by Sentia’s consultant(s).
Communicating with Sentia’s consultant(s) and making available the Customer’s staff to participate, as may be required during the course of project activities.
Notification to Sentia of any system, application, or equipment modifications known to be potential problems, or deviations from industry standard practices.
Notification to Sentia of any unique or non-standard system and application characteristics within the Customer’s infrastructure. This would include, but is not necessarily limited to, unique testing procedures, naming conventions, user exits, local code modifications or custom implementation.
Providing all other equipment, information and materials that may be identified from time to time as essential to perform work activities.
Cooperating promptly in the overall project, understanding that time is of the essence, particularly regarding requests for documentation, informational/design/consulting meetings and any other item or resource require for the completion of Sentia’s Deliverables.
Confirming, by signing this Service Order that current valid software licenses exist for all software products associated with Deliverables and/or Services provided herein.
Providing all necessary manuals and any required materials for software products associated with Deliverables and/or Services provided herein.
TIMING
Upon acceptance of this Service Order and subject to the availability of resources, Sentia will assign one or more Consultants who will complete the Deliverables, working both on-site at the Customer’s premises as well as remotely from Sentia’s facilities where appropriate.
All work will be performed during Sentia’s regular business hours (Monday to Friday: 9:00AM to 5:00PM EST, excluding Canadian & Ontario public holidays). Sentia recognizes that, on occasion, activities may need to be scheduled outside these hours. The Customer and Sentia will mutually agree to the scope of work required outside the standard hours, in advance, which may incur a surcharge of 50% in addition to the normal rate.
The Pricing, Service Description and all other elements of this proposed Service Order are valid for 7 days from the date it is prepared and presented to the Customer (see cover page). After this time has elapsed, Sentia reserves the right to modify the Pricing, Service Description and/or any other element of this proposed Service Order, or withdraw the proposal in full.
CANCELLATION
Either the Customer or Sentia may cancel this Service Order with 48 hours prior written notice. If the Customer reasonably believes that Sentia’s provision of services is inadequate, unsatisfactory or substantially not conforming with the descriptions contained herein, the Customer will notify Sentia and provide a reasonable opportunity to cure such defects prior to termination.
Should the Customer provide notice to cancel this Service Order for any reason whatsoever, they shall remain liable for any balance outstanding payable to Sentia. This shall include but not be limited to any expense incurred, work performed at hourly rates and/or the full list Pricing of any Services completed in part or in full.
CHANGES OR ADDITIONS
Either the Customer or Sentia may request changes or additions to this Service Order, once accepted and scheduled, by submitting to the other party a written request detailing the requested changes, whether they be to one or more of the Service Descriptions, Pricing or any other element. The parties shall agree upon changes or additions to this Service Order in a separate Service Order. If a change will increase or decrease the cost, effort or time required to complete any or all of the elements of the original Service Order, then the second Service Order shall set forth the appropriate adjustments to Pricing and supersede the original. Changes to and/or addition of Services requested by either party shall not be implemented until both parties approve the new Service Order in writing and afterward shall be treated as an addendum to the original Service Order.
DOCUMENTATION AND TRAINING
Should any part of this Service Order provide a provision for documentation and/or training to be provided to the Customer and/or any of their staff, such will be furnished with the following limitations and understandings:
Any documentation provided will only cover the major and Customer-specific configurations made during the engagement (i.e. assigned IPs and hostnames, usernames and passwords, port assignments, scripts) and may not include common/trivial configurations or any information available through integrated reporting and/or management tools/consoles.
Any documentation provided is meant to capture the configuration deployed as it existed at the point in time of the engagement and is meant to serve only as a reference to this initial configuration and addendum to any guides, manuals and other documentation made publicly available by the Vendor(s) of the hardware and/or software related to this engagement. Sentia will furnish the Customer with no such administrator/end-user guides, manuals or other documentation unless specifically engaged to do so and specified in this Service Order.
Training will be provided either at the Customer’s premises or Sentia’s offices at the Customer’s preference. Training may also be conducted remotely if preferable and acceptable to all parties.
Training provided by Sentia is meant as a high-level overview of the deployed hardware, software and/or configurations deployed during this engagement. Though this training may cover some day-to-day administrative tasks and a general orientation of the system it is not meant as a replacement for independent self-study by the Customer and their staff, nor is it a substitute for official trainings and certifications that may be offered by any Vendor(s) of the hardware and/or software related to this engagement.
It is assumed that the Customer and their staff receiving the training will have reviewed any relevant training materials and documentation made publicly available or offered privately by the Vendor(s) of the hardware and/or software related to this engagement and be prepared with the appropriate pre-requisite knowledge to properly benefit from the training.
The Customer and their staff are free to and bear the responsibility to take any and all notes they deem appropriate during the training. Any slides, documents and/or multimedia components of the training provided are copyright-protected property of Sentia and/or their 3rd-party Vendor(s) and are provided as-is at the sole discretion of Sentia for internal use by the Customer only. Photography and or audio/video recording of the training in whole or in part shall be permitted at the sole discretion of Sentia.
LIABILITY DISCLAIMER
In no event will either party be liable to the other party for any losses, lost profits, loss of business, lost revenues, lost data, delays, loss of technology, rights or services, consequential, indirect, incidental, special, reliance, exemplary or punitive damages, arising out of or related to this Service Order, or any other type of damages other than direct damages . All limitations set forth in this section apply to all causes of action and claims. This limitation of liability shall not apply to any amounts due to service provider under this Service Order.