If Customer has paid fees to obtain software or services directly from Clusio, this Support and Maintenance Agreement ('SMA') applies to such software and services.
'Designated Support Contact' means any Customer employee appointed by Customer who has been trained by Clusio to be a primary Customer contact with Clusio for support services.
'Incident' means when the software does not seem to materially perform in accordance with the specifications specified in the relevant documentation.
'Response' means when Clusio support personnel have (i) triaged the Incident, (ii) contacted Customer, and (iii) begun initial troubleshooting on the Incident.
2. Support Services.
Support and Trouble Tickets. During the Agreement Term, Clusio shall use commercially reasonable efforts to provide support services to Customer, as described below. The Designated Support Contact may report Incidents to Clusio through Clusio's Support Portal (available at https://help.clus.io) or support telephone helpline, and thereafter, the parties may cooperate to address the Incidents via email, telephone or the Support Portal. Clusio shall provide Customer with a trouble ticket number that Customer can use to track the status of Incidents. Clusio may close the trouble ticket without further responsibility if Customer fails to respond to a request for additional information or to confirm that the trouble ticket is resolved within fifteen (15) days of Clusio's request or receipt of a fix or workaround (as applicable). Support services for the software are available for twenty hours per day and seven days per week.
Initial Response Times for Technical Support Issues. Clusio shall provide Responses for Incidents that have been properly reported through the Support Portal in accordance with the table below:
|Severity||Description||Initial Response Time|
|1||A severity one (1) issue is a catastrophic software problem or bug which may severely impact Customer's ability to use software effectively in clinical environment or as an administrative function.||1 business day|
|2||A severity two (2) issue is an issue where Customer discovers software problems or bugs that do not severely impact use of software effectively in clinical environment, but rather create issues or headache for day-to-day operation of software.||5 business days|
|3||A severity three (3) issue is for a general usage question or recommendation for a future product enhancement or modification. There is no impact on the quality, performance or functionality of the product.||7 business days|
- Clusio shall have no obligations under this Section 2: (i) if the Incident cannot be reproduced by Clusio, (ii) if the software has been modified or repaired, except by or at the direction of Clusio, (iii) if the software has not been installed, used or maintained in accordance with the documentation, (iv) the software is used on hardware, software or other equipment that deviates from Clusio's recommendations made in the then current documentation, and/or (v) Customer does not permit Clusio timely access to the communicate with effected individual or device, as reasonably requested by Clusio. Clusio's obligations to provide maintenance for software shall apply only during the duration of the Term of this Agreement.
3. Maintenance and Update Services.
During the Term, Clusio shall make available to Customer all Updates to the extent generally released to other Clusio customers that purchased the same software. Such maintenance services shall apply only to the current release of the software and, for security fixes only, the immediately prior release.
Clusio may revise the terms of this SMA, provided that: (a) such revision is made to its standard SMA terms made generally available to other customers, (b) Clusio provides written/email notice of such revision at least sixty (60) days prior to the expiration of the then-current Support & Maintenance Term, (c) such revisions only apply to renewal terms, and (d) renewal is subject to mutual agreement. Any delay or failure in the performance by Clusio of this SMA shall be excused if and to the extent caused by a cause or event that is not reasonably foreseeable or otherwise caused by or under the control of Clusio, including but not limited to acts of God (including but not limited to fire, flood, earthquake, storm, hurricane or other natural disaster), war, hostilities (whether war be declared or not), invasion, act of foreign enemies, mobilization, requisition or embargo, rebellion, revolution, insurrection, military or usurped power, civil war, acts or threats of terrorism, riots, strikes or labor disputes (excluding by Clusio employees) ('Force Majeure').