Maintenance Standard Terms and Conditions
By soliciting and/or accepting the Services of Level 3 PC, Inc., you agree to be bound by and accept the terms of this Agreement. Please read this Agreement in its entirety. These terms set forth herein comprise the entire agreement between Level 3 PC, Inc. and Client with respect to IT Support & Maintenance Services. Level 3 PC, Inc. agrees that it will make commercially reasonable efforts to meet the minimum service levels and targets set out in this Maintenance Service Schedule throughout the Term of the Agreement. Level 3 PC, Inc. will use all reasonable endeavors to achieve reasonable response times. However, unless otherwise agreed, failure to achieve any response times is not a contractual obligation.
Monthly Recurring Maintenance Fees
The Maintenance Service is billed on a monthly basis for Server maintenance and updates only, this does not include additional support required to address update installation or service issues and will be billed separately at the current hourly standard, escalated, or emergency labor rate. Level 3 PC, Inc. will install the latest updates for the Windows Server operating system and provide recommendations to help improve performance and availability of services. Monthly Recurring Maintenance fees do not include support fees incurred for issues arising that may or may not be related to the installation of any updates, maintenance or service packs. If issues arise during installation, a review and recommendation will be provided to the Customer for consideration of additional procedures and estimated additional support fees. Level 3 PC, Inc. is not responsible for any problems that may arise prior, during, or after maintenance, installation of Windows Updates or patches.
In the event of an Emergency (defined as unplanned critical repairs, acts of vandalism and/or nature that has caused or could cause a degradation or interruption of service) Level 3 PC, Inc. will make best efforts to provide customers with recommendations, and estimated cost to repair, including but not limited to third party sources/software.
Level 3 PC, Inc. can initiate Customer data restoration at the request of the Customer using the backup data “as is, where is” and will restore data in the same format in which it was backed up. (Example: corrupted data will get backed up and restored in the same state. Incremental daily backups are done to allow customers to restore data to a “good” state, but assume that customer’s data was in a “good” state when backed up. The Customer is responsible for verifying the integrity of data targeted for back up by their on-premise Server or Third Party Cloud Service Provider.
Recovery Time Objective (RTO)
This is the estimated elapsed time required to complete the recovery of customer’s data. RTO is a function of the size of the data delivery circuit and the total amount data to be recovered. In most cases where the total data recovered is less than 1 terabyte this could be 6, 12 or 24 hours if the Customer environment is properly functioning and ready to receive data. RTO objectives should be discussed with a Level 3 PC, Inc. account executive. An RTO measurement will begin only when a customer environment is properly functioning and ready to receive data.
Recovery Point Objective (RPO)
Data backup occurs at a fixed point in time according to a schedule agreed upon between Level 3 PC, Inc. and Customer. Any data that exists between backups is vulnerable. The length of time between backups is the Recovery Point Objective. This is the point back in time to which a Customer’s data may be recovered. This would typically be a maximum of 24 hours since backups take place daily. If a more frequent backup schedule is required it must be prearranged with the Level 3 PC, Inc. account and the Agreement will be amended accordingly.
Service Call Procedure
The Customer shall contact the Level 3 PC to report any Service problems.
Before calling, the Customer please have the following information:
(i) Support Ticket or Customer Number
(ii) The service affected
(iii) A description of the problems encountered
During the Service Call, Level 3 PC, Inc. will open a ticket indicating the time the Service Call was received, the name of the person placing the call, and the details of the Service Call, including the servers affected. A reference number (ticket) will be supplied to the Customer upon request during the call. If a reference number cannot be supplied during the call, one will be supplied as soon as practical.
Service Level Exemptions
Degradation in the performance of the Services and unavailable time shall not be included for the purposes of determining whether the Services meet the minimum service requirements, or for calculating measured unavailable time if such degradation or unavailable time arises from: (i) Scheduled Maintenance or other service interruptions agreed to by the Customer for the purpose of allowing Level 3 PC, Inc. to install updates or restart the service(s).
Scheduled and Unscheduled Maintenance
Scheduled Maintenance means any maintenance activities performed at the Level 3 PC, Inc. point of presence to which Customer’s facilities are connected. Such activities are typically performed during the standard maintenance window on Saturday & Sunday 00:08 am and 12:00 pm CST.
Unscheduled maintenance means any maintenance activities performed at the Level 3 PC, Inc. point of presence (POP) to which Customer’s facilities are connected as a result of a Service outage, Threat or an Emergency and charges may be assessed to Customer at the current hourly or emergency rate depending on severity of issue.
Cancellation of Services
Notwithstanding anything to the contrary in the Agreement, the Customer may elect to terminate the provision of the Services in the customer portal without liability for early termination (other than on account of charges incurred prior to cancellation) at any time, annual and monthly refund will be prorated for service usage.
Managed Patching Terms and Conditions
Managed Patching service includes the following:
- Pre-implementation analysis of Client’s infrastructure and systems environment to determine requirements.
- Optional pre-implementation consulting to determine best-practices strategy, if applicable.
- Professional installation by trained Provider technicians or contractors.
- Deploying currently supported Microsoft Windows O/S patches in accordance with the Patching Schedule.
- Diagnosing, troubleshooting, and assisting in the remediation of any issues with Provider-installed patches that did not deploy correctly or did not complete the patch deployment process.
- Providing best-effort in diagnosing, troubleshooting, and assisting in the remediation of system issues experienced by Client as a direct result of Provider’s patch deployment. Best-efforts will be confined by the Major Incident Management guidelines.
- Rollback of patch(es) and/or system reboots as related to Provider patch deployment.
Managed Patching service excludes the following:
- Verification of third party application functionality and performance of post-patch deployment testing to determine that system functionality and capabilities remain unchanged. Client will submit a support case in the event of any system issues experienced that are the direct result of a Provider patch deployment.
- Third party patches of non-Microsoft systems.
- Hardware, supported operating system, internet access and appropriate network connectivity that is needed for the patching software provided by LEVEL 3 PC (the “Software”) to operate properly. If upgrades to these items are required, LEVEL 3 PC may provide additional services that will be billed as Administrative Service.
- Support and troubleshooting on Client owned servers, desktop computers, laptops, workstations, printers, copiers, fax machines, or other networked devices for issues not related to LEVEL 3 PC Managed Patching services.
The default patching schedule is the Sunday AFTER Microsoft releases patches on Tuesday between the hours of 12:00 am and 4:00 am. Default types of patches to be applied will include Windows critical and security patches.
Client shall be responsible for determining the servers, desktops, and/or systems that are to be patched.
ADMINISTRATIVE SERVICES: Additional hours for administration services are billed at ninety dollars ($90) per hour, unless otherwise noted. Administrative services are billed in fifteen (15) minute increments with no minimums. Client will be billed for reasonable and customary related travel expenses that may be incurred as part of the services provided by Provider.
CONTROL AND USE OF SOFTWARE: Client agrees that it shall be bound by any vendor specific license terms and conditions related to any Software.
Client acknowledges receipt of any such applicable license terms and its responsibility to comply with the terms and assumes all liability for compliance with such terms, including but not limited to, (a) informing all Client end-users of the terms of the license terms; (b) monitoring use of the Software to ensure compliance with the terms thereof; and (c) maintaining the distribution and security of any user identification and/or passwords necessary to access any Software.
DISCLAIMER OF WARRANTIES, LIMITATIONS OF LIABILITY AND EXCLUSIVE REMEDY
CLIENT ACKNOWLEDGES THAT DATA SERVICES SUCH AS THOSE PROVIDED VIA MANAGED PATCHING SERVICES ARE NOT FOOLPROOF AND, THEREFORE, ARE NOT GUARANTEED. IN ADDITION TO THE DISCLAIMERS AND LIMITATIONS SET FORTH IN THESE TERMS, NEITHER PROVIDER NOR ITS SUPPLIERS WILL BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OR DAMAGE TO DATA) RELATING TO OR ARISING FROM THE USE OF THE SERVICES PROVIDED HEREUNDER.
CLIENT UNDERSTANDS AND AGREES THAT PROVIDER IS PROVIDING SERVICES, AND ANY RELATED HARDWARE, SOFTWARE AND DOCUMENTATION TO CLIENT AND CLIENT HEREBY WAIVES ANY LIABILITY AGAINST PROVIDER AND AGREES TO HOLD PROVIDER HARMLESS FROM ANY AND ALL LIABILITY ARISING FROM LOSS OR DAMAGE DUE TO DELAY OF SERVICE COMMENCEMENT OR INABILITY TO PROVIDE THE SERVICE, FAILURE OF ALL OR PART OF THE SERVICE, INCLUDING ANY BETA SERVICE, OR ANY RELATED SERVICE PROVIDED HEREUNDER.
PROVIDER PROVIDES, AND CLIENT HEREBY ACCEPTS, ANY PROVIDER OR THIRD PARTY HARDWARE OR SOFTWARE PROVIDED TO OR USED BY CLIENT IN CONNECTION WITH THE SERVICES “AS IS” WITH NO EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF ANY KIND, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. NOTHING HEREIN SHALL BE INTERPRETED TO ENHANCE OR CREATE ANY WARRANTY WITH RESPECT TO ANY THIRD PARTY SOFTWARE. PROVIDER DISCLAIMS ANY AND ALL LIABILITY ARISING OUT OF THE DELIVERY, INSTALLATION, SUPPORT OR USE OF ANY SOFTWARE. PROVIDER ASSUMES NO OBLIGATION TO CORRECT ERRORS IN ANY SOFTWARE. CLIENT UNDERSTANDS AND ACCEPTS ALL RESPONSIBILITY FOR ANY SOFTWARE MEETING CLIENT’S REQUIREMENTS OR EXPECTATIONS.
NEITHER PROVIDER NOR ANY OTHER PARTY MAKES ANY WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. PROVIDER’S LIABILITY IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL NOT EXCEED THE AGGREGATE FEES, IF ANY, PAID BY CLIENT TO PROVIDER UNDER THIS AGREEMENT. IN NO EVENT SHALL PROVIDER OR ANY OF ITS LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND.
Client is responsible for:
- Notifying Provider prior to scheduled patch deployment, through a support case submitted in the client portal, of any perceived issues that Client might encounter during a scheduled patching window.
- Designating a technical point of contact to work with Provider to lend support for a successful implementation and ongoing support.
- Providing Provider with all required infrastructure and system information to successfully complete the initial assessment as a basis for the service implementation. Client may incur a charge for any information omitted during the assessment, whether intentional or accidental, that requires additional Provider services.
- Cooperating in scheduling installations as required by Provider personnel.
- IT support and troubleshooting on Client owned servers and workstations. Client may request assistance from LEVEL 3 PC which will be billed as Administrative Services.
- Configuration, management, maintenance, and support of any equipment not expressly provided by Provider for use with the Managed Patching services.
- The performance of its applications across the network.
- Providing Provider the necessary physical and logical user access to perform Managed Patching services and adding Provider to Client’s distribution list to allow Provider to receive notifications related to provided services.
- Communicating any issues promptly to LEVEL 3 PC.
- Reviewing patch status report(s) for completeness and accuracy.
- Notifying LEVEL 3 PC, through a support case submitted in the client portal, of any critical changes in the non-managed Client environment that may impact the Managed Patching services provided by Provider.