Updated August 2022
  1. Support Fees.  Aceyus’ obligation to provide support and maintenance services to Customer is conditioned on the payment to Aceyus of all associated support and maintenance fees (which may be embedded in a single cloud services or subscription fee).  Aceyus may suspend the delivery of support and maintenance services if Aceyus has not received the associated fees for support and maintenance. Additional Processing Fees may apply if Customer pays by credit card or requires Aceyus’ use of a third-party portal through which Aceyus would incur fees.
  1. Error Handling.  Aceyus will use reasonable efforts to resolve Errors communicated to Aceyus.  Aceyus will make support services available for up to five (5) designated technical contacts at Customer.  Priority 1 and 2 Incidents must be reported by Customer to Aceyus by telephone.  Priority 3 and 4 incidents may be reported by phone, email, or web support.

NOTE: All timeframes in the table below are subject to continual provision of Persistent Direct Access.

 

Priority and Definition Target Response Time Target Workaround Time Target Restore Time Contact Channels
Critical Priority (S1):  Produces an emergency situation in which the Software is inoperable, produces incorrect results, or fails catastrophically, or a mainline function of such Software is inoperative, causing significant impact on Customer’s business operations (for example, the Software is down, causing critical impact to business operations if service is not restored quickly). Problem will be worked on a substantially continuous basis until acceptable workaround is provided.  Support for issues classified as S1 will be available 24 hours a day, 7 days a week. 1 Hour 4 Hours 1 Day Phone Only
High Priority (S2):  Produces a serious situation in which the Software is inoperable, produces incorrect results, or fails catastrophically, or a mainline function of such Software is inoperative, causing a major impact on Customer’s business operations (for example, the substantial portions of the Software are inoperable, impacting significant aspects of business operations). Problem will be worked on a substantially continuous basis until acceptable workaround is provided. 4 Business Hours 8 Business Hours 5 Business Days Phone Only
Priority 3   Medium.

Medium Priority (S3):  Produces a non-critical situation in which the Software produces incorrect results, or a feature of such Software is inoperative, causing a minor impact on Customer’s business operations (for example, the use of the Software is impaired, but most business operations continue). Aceyus will use commercially reasonable efforts to provide a mutually acceptable workaround if the problem has not been resolved in the next release of the relevant Software.

Next Business Day 5 Business Days 30 Days Phone, Email, Web Self

Service

Priority 4   Low.

Low Priority (S4):  General questions and/or inquiries causing little or no impact on Customer’s business operations. Aceyus will use commercially reasonable efforts to provide a mutually acceptable workaround if the problem has not been resolved in the next release of the relevant Aceyus Software.

2 Business Days N/A N/A Phone, Email, Web Self

Service

 

  1. Releases

Aceyus will make available to Customer Releases to the Software that it generally makes available to its other Customers who are under a current subscription license or maintenance agreement for such Software at no additional charge.  Aceyus will have no responsibility to provide maintenance for any versions of the Software other than the current and immediately prior Major Release.  For avoidance of doubt, Releases excludes new adapters and modules, as well as other updates that include substantial new functionality and are separately priced by Aceyus.

If Aceyus is hosting the Software for subscription agreement Customers, Aceyus will install and implement Releases at no additional charge.  Releases will be installed during Aceyus’ standard Release windows (Tuesdays and Thursdays between the hours of 7:00 PM and 11:00 PM Central Time).

For other (non-Aceyus hosted) subscription agreement Customers, Aceyus will install and implement Releases at no additional charge during Aceyus’ standard Release windows (Tuesdays and Thursdays between the hours of 7:00 PM and 11:00 PM Central Time), provided that Aceyus has Persistent Direct Access or, for Service Releases and Minor Releases only, Customer has paid a Coordinated Support Fee.  If these conditions are not met, or if the Customer requires Aceyus to install and implement Releases outside of standard Release windows, Aceyus will, upon request prepare a Statement of Work to install and implement the Release for Customer at a mutually agreed additional fee.

For perpetual license Customers under a current maintenance agreement, Aceyus will install and implement Service Releases and Minor Releases at no additional charge, provided that Aceyus has Persistent Direct Access or Customer has paid a Coordinated Support Fee, and Aceyus is not required to provide such services outside of regular business hours. However, Aceyus is not responsible for installing and implementing Major Releases for Software.  Upon request, Aceyus will prepare a Statement of Work to install and implement Major Releases for Customer at a mutually agreed additional fee.

  1. Aceyus Portal.

 Aceyus may, in its sole discretion, provide as part of support services access to the Aceyus Client Portal (the “Portal”), subject to the following Portal terms: 

  •  The Portal holds Aceyus training materials and Documentation (the “Aceyus Materials”).  Customer agrees that the Aceyus Materials are the confidential information and intellectual property of Aceyus.
  • Aceyus has sole discretion to decide which documents and training tools will be available in the Portal to users, and materials may be altered, replaced, or removed as necessary, without notice to Customer.  Aceyus may, at any time and without prior notice to Customer, discontinue the availability of the Portal and/or its contents.
  • Customer may use the Aceyus Materials solely in accordance with the license and confidentiality terms of the Customer Agreement.
  • The person(s) on each Portal account for Customer who are designated as “Manager(s)” are responsible for adding users to the Portal. Managers may only register users who have an email address that matches Customer’s corporate domain (and other domains approved in writing by Aceyus) and who have a valid need to access the Portal in support of their use of Aceyus Software.  Customer is responsible for compliance by all users of the Portal with the terms of this Section and the Customer Agreement.
  • Access to the Portal is limited to the URL provided by Aceyus.  Customer agrees not to access the Portal or the Aceyus Materials in any other way.
  1. Additional Support Terms
  • Aceyus’ business hours for support are 7:00 am to 7:00 pm Central Time, excluding weekends and Aceyus’ regular business holidays.  In the event Customer experiences a problem with the Software, Customer agrees to notify Aceyus promptly using one of the contact methods described above.  Such notice must include an accurate description of the problem and the severity of the problem, stating the circumstances that led to the severity condition.  The actual severity level may be mutually re-determined by the parties during the problem resolution process.  Support for issues classified as S1 will be available 24 hours a day, 7 days a week.
  • Aceyus’ standard support services do not include support for Custom Components.
  • Customer agrees that Aceyus is not obligated to correct every error, malfunction or defect in the Software, and Aceyus does not warrant or represent that all Errors can and will be corrected.  Aceyus may provide Software patches, provide reasonable workarounds, or update Documentation to address Errors.
  • Customer shall provide information and perform tasks as reasonably requested by Aceyus to aid in the resolution of problems and shall implement all reasonable workarounds to problems as directed by Aceyus.
  • Customer shall train its personnel in the proper use and application of the Software and the equipment on which the Software is loaded or operating, as applicable.  Customer shall also use reasonable efforts to verify, re-create, and resolve any problem prior to contacting Aceyus, including by confirming that the problem does not reside in hardware, networking, or third-party software, and by consulting the relevant Documentation.
  • Aceyus may identify errors arising from: (i) non-Aceyus hardware or software; (ii) unauthorized modifications to the Software; (iii) improper use, operation, or neglect of the Software; or (iv) failure by Customer to implement recommendations and/or solutions as previously advised by Aceyus.  In such cases Aceyus reserves the right to charge Customer for correcting such errors at then current rates for services.
  • To enable Aceyus to properly support the Software not hosted by Aceyus, Aceyus shall be provided with Persistent Direct Access.  Failure or inability to provide the required Persistent Direct Access will impact Aceyus’ ability to support the Software and will void any response or correction timeframes or targets. Furthermore, if Persistent Direct Access is not available, Customer agrees that it will pay Aceyus its then-current standard Coordinated Support Fee.
  • Customer shall provide supervision, control and management of the use of the applicable Software.  In addition, Customer shall implement procedures for the protection of information and the implementation of backup procedures in the event of errors or malfunction of the Software or equipment upon which the applicable Software is loaded or operating.
  • Customer agrees that Aceyus may use any feedback regarding any suggested improvements to the Software provided by Customer or any Customer or any Customer end User for any purpose, including without limitation to modify, supplement, or improve the Software, without payment or compensation to Customer or any Customer or User.
  • For the avoidance of doubt, Aceyus will not be required under these Terms to provide any Releases or new code, or to provide any other services, that may be needed to enable the Software to work with new versions of third-party software and systems, or different third-party software and systems than the third-party software and systems with which the Software was originally implemented.  Upon request, Aceyus will prepare a Statement of Work to provide services and Software to allow the Software to work with such third-party software and systems, at a mutually agreed additional fee.
  • Aceyus’ support responsibilities do not include any of the following: (i) on-site service of any kind; (ii) data conversion, system integration or other consulting services; (iii) service or maintenance of third-party software, operating software, hardware, or other equipment; (iv) services caused by Customer’s fault, misuse, negligence or failure to perform Customer’s responsibilities, including failure by Customer to maintain adequate data back-ups; (v) services caused by a malfunction of or problem with any product or goods other than the Software; (vi) services caused by the use by Customer of a version of the Software other than the current or immediately prior version; (vii) support for use of the Software with hardware and third-party software not included in the list of required or supported hardware and third-party software, as specified in the Documentation; or (viii) service required due to data issues caused by Customer data or other reasons outside of Aceyus control.
  • If support and maintenance has been cancelled or terminated by Customer, then the fees which would have applied during the period of support and maintenance suspension must be paid prior to reinstatement of support and maintenance for such Customer.  In addition, Aceyus may, at its sole discretion, charge a four percent (4%) reinstatement fee for reinstatement of support and maintenance that has lapsed.
  • Aceyus may discontinue or limit the scope of support and maintenance for Software that Aceyus or a third-party manufacturer has declared “end of life,” “end of service,” “end of support,” “manufacture discontinued” or similar designation (“End of Support“).  Aceyus will provide End of Support notifications for Aceyus-developed Software at least one (1) year in advance of the End of Support date. If support and maintenance is discontinued for a Software product, support for the Software product will be removed from the applicable agreement or order and maintenance or subscription fees will be adjusted accordingly. For certain Products subject to End of Support, Aceyus may continue to offer a limited set of services (“Extended Support“). Where Aceyus has chosen to do this, the description of Extended Support available and related fees will be available at the time of Aceyus’ notice.
  • These Support and Maintenance Terms may be updated from time to time upon written notice to Customer, so long as any updates do not materially decrease the level of support services provided by Aceyus.
  1. Definitions 

Coordinated Support Fee” means a fee charged by Aceyus to Customer in cases where Persistent Direct Access is unavailable, for installing and implementing Software or Releases, providing support and maintenance, or providing Professional Services.

Custom Components” means add-ons, code, reports or dashboards that are not part of the standard, generally released version of the Software, including without limitation any modifications to Aceyus standard reports and any new reports and dashboards created by Aceyus, an Aceyus distributor, Customer, or any of their personnel or contractors.

“Customer” means an authorized user of Aceyus Software who has agreed to a valid customer subscription agreement or license agreement with Aceyus or an authorized Aceyus reseller (“Customer Agreement”).

“Error” means a material deviation between the Software and its Documentation.

Major Release” means an update to the Software made available by Aceyus and generally associated with significant functionality enhancements (or a large collection of minor enhancements). A Major Release is identified by a change to the first number of the version designation. For example, a new version 6.0 would constitute a Major Release.

Minor Release” means an update to the Software made available by Aceyus and generally associated with an accumulation of prior Service Releases and other minor functional enhancements or bug fixes. A Minor Release is identified by a change to the number to the right of the first decimal point in the Software version designation. For example, upgrading from Release 5.1 to 5.2 would constitute a Minor Release.

Persistent Direct Access” means 24/7 remote access with administrative rights on all servers or other infrastructure that either runs Aceyus Software or is required to access Aceyus Software. This can be accommodated via B2B VPN, industry-standard VPN clients, or third-party tools, such as Amazon Workspace, et al. Aceyus also requires application read-only access to any unaffiliated third-party data (via ODBC, API, or other means) that is to be integrated into the Software in the production environment, and that Aceyus should be provided test accounts on any third-party SSO/LDAP/AD system that will be used for Aceyus application authentication.

Processing Fees” means a four percent (4%) charge that will be added to any credit card payment by Customer under this Agreement. In addition, if Customer requires Aceyus to use any third-party contract or invoice management system that imposes or attempts to impose a fee for Aceyus’ usage of the system, Customer agrees to pay Aceyus the greater of: (a) the amount of the fee imposed by such third party, or (b) four percent (4%) of the amount of fees payable to Aceyus through such system.

Release” means a Service Release, a Minor Release, and a Major Release.

Service Release” means an update to the Software made available by Aceyus and generally associated with minor functionality enhancements or bug fixes. A Service Release is identified by a change to the number to the right of the second decimal point in the Software version designation. For example, upgrading from 5.3.1 to 5.3.4 would constitute a Service Release. Service Releases are also sometimes designated as 5.3 SR1 or 5.3 SR4.

 

Other capitalized terms used but not defined herein have the meaning given to them in the Customer Agreement.

 

 

Critical Priority (S1)

Produces a serious situation in which the Software is inoperable, produces incorrect results, or fails catastrophically, or a mainline function of such Software is inoperative, causing a major impact on Customer’s business operations (for example, the substantial portions of the Software are inoperable, impacting significant aspects of business operations). Problem will be worked on a substantially continuous basis until acceptable workaround is provided.

 

 

Target Response Time: 1 Hour

Target Workaround Time: 4 Hours

Target Restore Time: 1 Day

Contact Channels: Phone Only

High Priority (S2)

Produces a serious situation in which the Software is inoperable, produces incorrect results, or fails catastrophically, or a mainline function of such Software is inoperative, causing a major impact on Customer’s business operations (for example, the substantial portions of the Software are inoperable, impacting significant aspects of business operations). Problem will be worked on a substantially continuous basis until acceptable workaround is provided.

 

 

Target Response Time: 4 Business Hours

Target Workaround Time: 8 Business Hours

Target Restore Time: 5 Business Days

Contact Channels: Phone Only

Medium Priority (S3)

Produces a non-critical situation in which the Software produces incorrect results, or a feature of such Software is inoperative, causing a minor impact on Customer’s business operations (for example, the use of the Software is impaired, but most business operations continue). Aceyus will use commercially reasonable efforts to provide a mutually acceptable workaround if the problem has not been resolved in the next release of the relevant Software.

 

 

Target Response Time: Next Business Day

Target Workaround Time: 5 Business Days

Target Restore Time: 30 Days

Contact Channels: Phone, Email, Web Self-Service

Low Priority (S4)

General questions and/or inquiries causing little or no impact on Customer’s business operations. Aceyus will use commercially reasonable efforts to provide a mutually acceptable workaround if the problem has not been resolved in the next release of the relevant Aceyus Software.

 

Target Response Time: 2 Business Days

Target Workaround Time: N/A

Target Restore Time: N/A

Contact Channels: Phone, Email, Web Self-Service