Teleportel Europe N.V./S.A.,
Kapelbaan 15, 9255 Buggenhout,
Belgium, with Company
Registration number BE0444.980.075
This contract is entered into on for a period of 12 (twelve) months and will be tacitly renewed yearly for the same period unless one of the parties terminates the contract - in writing - at least 3 (three) months prior to the annual expiration date. It may be reviewed in whole or in part, at any point, by mutual agreement between the 3 parties.
This Agreement governs terms, conditions, the equipment, software and services listed in the table below. This list may be updated at any time, following written agreement by all parties.
This Agreement is in partnership between 3 parties : the Supplier (Teleportel Europe N.V.), The Reseller (), the End-user or Customer () each with their respective responsibilities which are listed and described below:
The Supplier will provide the requirements for the hardware installation. The Supplier will instruct the Reseller how to conduct a Site Preparation Survey. The Supplier will review the Site Preparation Survey prepared and submitted by the Reseller and will provide recommendations as to environmental conditions for preparation of the actual installation. Exceptionally, the Supplier may accompany the Reseller on-site to inspect the site, prior to installation. The costs involved for this on-site service, will be decided upon on a case-by-case basis. The Supplier will install the system in collaboration with the Reseller. Following installation, the Supplier will diagnose remotely (both systematically - on a routine basis - and incidentally- when a malfunction occurs), will perform system monitoring and will instruct the customer and/or reseller to take appropriate actions to diagnose or to remedy. The Supplier provides technical training to the reseller (See 'Partner Service Support Program') at time of installation. This training is compulsory. The Reseller is responsible to provide the onsite hardware services (both preventive and corrective) based upon the instructions of the Supplier who will support the Reseller remotely. The Supplier will provide the instructions to the Reseller to perform Preventive Maintenance if that is compulsarily required by the Vendors of the hardware components. (this excludes cosmetic maintenance such as keeping the unit clean on the outside, which is a responsibility of the customer). In case of hardware failure, the Supplier will liaise with the Reseller who will replace the defective unit or Component by an equivalent spare-part or Field replaceable Unit. The Reseller will purchase the recommended spare parts and will maintain adequate inventory levels to ensure the required level of service.
The software maintenance agreement is pursuant to the Terms of the Software Licensing Agreement https://www.teleportel.com/user-agreement and is considered to be an integral part of the latter. The Supplier will be responsible to provide following software services: The software monitoring and maintenance is done remotely - via the Internet. Develop, prepare, test and install software patches, fixes, updates and upgrades required to keep the system operational. Typically the updates are done outside European business hours. Ensuring efficient and timely implementation of mandatory security patches and updates. Ensure compatibility between software and hardware (i.e. revision levels) and adapt the software accordingly or propose a hardware roll-out program if required Proactively inform the customer about potential or current anomalies that may cause malfunctions and provide recommendations Programmatical changes to the content - such as updating screen layouts which have been provided by the customer. The actual design changes are not included. Content of slides -i.e. Screen layouts - can be provided at 45,00 €slide/screen.
When the customer (end-user) reports a malfunction to the Reseller, the Reseller will inform the supplier by logging this call, using only this link http://www.teleportel.com/helpme . The private password will be provided separately. Reporting problems via other channels such as email and telephone, will lead to unnecessary delays and added waiting times. At time of reporting the problem, the supplier will investigate the reported issue within maximum 2 to 4 working hours (response time) - typically within a lot shorter timeframe - by a highly qualified and trained engineer using Remote Diagnostics and respond accordingly. In many cases, the issues will be resolved by the supplier in this way, i.e. over distance. In case of network problems, the customer is to be informed and is expected to take appropriate actions. In case of hardware problems, the local reseller needs to dispatch a qualified technician for an onsite intervention, supported by the supplier.
In this section, the call reporting and escalation process will be described: Who places the call, how and to whom (from customer to reseller) Reseller filters the call first and subsequently places call to Supplier (using the password secured website link). The filtering of the call will be part of the Training Program provided by the supplier to the reseller. The objective is to be able to provide the First Level support (that includes user mistakes, obvious hardware issues, network related problems, etc...) Supplier will access the system remotely and diagnose over distance. If the problem is software related, the supplier will resolve a.s.a.p. and if it is a Critical error with a customer-down situation, the supplier will continue to work till resolution of the problem. These off-site, remote efforts will on-going - also outside office hours - in order to minimize the down-time to a strict minimum. If the problem is network related, the customer will be informed. If the problem is hardware related, the Reseller will dispatch an engineer on-site within the agreed upon response time. Any other procedure - such as concrete Escalation procedures - that may apply and agreed upon, will be described in this section.
For Systems and Applications that require higher service levels and maximum systems' availability (i.e. Mission Critical Systems), the Supplier and the Partner- in concertation with the end user - may decide upon extra measures to be taken. These measures may include :
The exact measures and arrangements, together with the associated costs, are subject to a separate arrangement.
The one-time charges (exc VAT) are as follows :
The Monthly prices (exc VAT) are as follows :
These Support fees are Invoiced quarterly, for the coming 3 months and are payable in the beginning of that period. This price covers what is described in this contract, with following conditions: