Support Terms

NEUROTRACKER TECHNICAL SUPPORT TERMS

The parties agree that the guiding objectives and principles for the Support Services, as defined herewith, are as follows:

  1. The Support Services will be improved upon as agreed over the course of the Term of the Client’s relationship with Neurotracker, and shall be consistent with the Client Documentation, defined as the Purchase Order signed between the Client and Neurotracker, as well as all documentation referred to therewith (i.e. Master License and Services Terms, Data Protection and Privacy Policy, etc.);
  2. The Support Services should position the relationship of the Parties for success;
  3. The Support Services should not penalize a Party for events beyond its reasonable control;
  4. Additional Support Services, if required and agreed upon between the Parties, will be developed taking into consideration benchmarking of similar service and the actual performance results Supplier offered to its other customers for similar services, and will have the following characteristics: where possible, be defined end to end, be successfully deliverable, have meaningful metrics, be measurable, be visible, be monitorable; and be manageable.

Technical Support Services Description

The Support Services provided by Neurotracker on its System, as described in the Client Documentation, are as follows:

  1. Support Services for S1, S2 and S3 Incidents reported by the Client, as described in Section II below;
  1. Support Services during System Updates;
  1. Support Services during Major System Upgrades, subject to further written approval by the Parties of the Support Fees payable for same;
  1. Additional or On-site Support Services, which will cover any Support Service not defined in the present document, or which involves on-site presence of Neurotracker staff at Client premises, the whole subject to further written approval by the Parties of the Support Fees payable for same;

Unless otherwise agreed upon in writing between the Parties, all Support Services will be rendered remotely by Neurotracker.

The Parties acknowledge and agree that for a one (1) year period, commencing on successful completion of the installation of the System for Client, the Support Services set out herein, shall be provided at no cost to Client (“the Warranty”). After the Warranty period, the cost for Support Services shall be as set out in the Client Documentation.

Neurotracker will offer Support Services in respect of the System licensed by the Client for a total period of forty eight (48) months from the moment the System has been installed and functioning for the Client (hereinafter the “End-of-Life Period”). Following the End-of-Life Period, Client may either elect to: (a) continue using the System without Support Services, in accordance with the Client Documentation; (b) license the next version of the System, on the then-applicable terms and conditions set by Neurotracker; or (c) should the Client require Support Services on the System, pay the then-applicable Support Fees set by Neurotracker, as shall be agreed upon by the Parties in writing.

  1. Key Terms and Incident Levels

Unless otherwise defined in a subsequent, written amendment applicable between the Parties, capitalized terms have the meaning given to them in the Client Documentation agreed upon by the Parties. In the present document, the following terms have the meaning given to them below:

“Resolution” means a solution, Workaround or fix to a reported deficiency that brings the System and/or Service back into conformance with the Client Documentation.

“Workaround” means a method of temporarily avoiding or temporarily fixing a deficiency, which may include the provision by Neurotracker of a fix or enhancement. 

Incidents :

An Incident is any event that is not part of the standard operations of the Neurotracker System that causes the System to perform significantly below the standards and performance set forth in this document and/or the Client Documentation.

 Table 1: Incident Levels

S1 – Critical Incident

This failure is a critical interruption of the System in Neurotracker’s network. It would be characterized as a total outage or a significant reduction of functionality or a total loss of access to the System provided that it:

  • Affects 50% or more of clients or 50% or more of the available channels in the System.
  • Causes a critical component of the System to be inaccessible or completely inoperable for Client.
S2 – High Severity Incident

This failure is a major interruption of the System in the Neurotracker network. It would be characterized as a partial outage, reduction of less than 50% of functionality or a loss of access to parts of the System provided that it:

  • Affects 25% to 50% of the available channels in the System.
S3 – User Experience or Subjective Issues

Small defects related to user experience or that pertain to the subjective experience of a user. These issues do not prevent end users from performing any feature of the System.

Maintenance :

Maintenance is defined as any planned or emergency modifications to the System by Neurotracker which impacts the Client’s network infrastructure or the System provided to Client by Neurotracker.

 

 Table 2: Maintenance Types

Planned Maintenance

§  Means planned work on Neurotracker’s network or server infrastructure.

§  At least 14 days advance notice to be given to Client by Neurotracker for any Planned Maintenance.

§  This information will be provided for Incidents that will or might impact the availability of the System to the Client.

Emergency Maintenance

§  Means unplanned work on Neurotracker’s network or server infrastructure.

§  Less than 5 calendar days advance notice, but as much advance notice as possible, shall be given to Client by Neurotracker of any Emergency Maintenance.

§  Emergency Maintenance for critical and high severity issues will be conducted at appropriate and mutually agreed time to ensure quickest restoration of System to Client.

§  Depending on the severity of the issue the maintenance may not occur during a specified maintenance window but as mutually agreed by the Parties.

§  This information will be provided for Incidents that will or might impact the availability of the System to the Client.

System Updates

§  Means updates to the System to provide: minor bug fixes, optimization of specific features, or modifications to the media content already present in the System.

§  7 days notice to be provided to Client by Neurotracker to advise Client of potential impacts on the System of such Updates.

 

 

Major System Upgrades

§  Means major new releases of the System or the deployment of entirely new features or functionalities to the System.

§  14 days notice to be provided to Client by Neurotracker to advise Client of potential impacts on the System of such Updates.

§  Major System Upgrades will be subject to additional fees, to be agreed upon by the Parties in writing in a further Purchase Order.

 

Procedures

Initiation of Support Services Tickets: Client will initiate support tickets by contacting the Neurotracker support staff as described in Section IV. Client will have to identify the exact issue it is initiating the support ticket for, and confirm same after receiving an e-mail from Neurotracker staff to this effect.

  1. Incident and Maintenance Reports: In respect of all support tickets initiated by Client and as required, Neurotracker will report to the Client on the support tickets generated, the length of the issue, the severity level of the issue, the date the System was restored, the time to close the support ticket, and/or the maintenance work performed.
  2. Teleconference Updates: As deemed required by either Party from time to time, either party may request the other to be available for conference calls to discuss outstanding trouble tickets and general process issues or enhancements.

Iv.        Notification / Escalation Contact Information

 

 

S1 or S2 Notification/Escalation Contact Information

 

Contact Person Contact Information
1st escalation contact:

Neurotracker Support 

Phone: 855-480-0808 ext 2

Email: [email protected]

2nd escalation contact: 

Howard May, Senior Manager, DevOps

Email: [email protected]
3rd  escalation contact: 

Raj Vadavia, CTO

Email: [email protected]

 

 

S3 Notification/Escalation Contact Information

 

Contact Person SUPPLIER Contact Information
1st escalation contact:

Neurotracker Support

 

Phone: 855-480-0808 ext 2 

Email: [email protected]

2nd escalation contact:

Howard May, Senior Manager, DevOps 

Email: [email protected]
3rd  escalation contact:

Raj Vadavia, CTO

Email: [email protected]

If contacts change, the affected party shall notify the other within at least 24 hours after the change, but preferably prior to any such change.