Support and Maintenance Agreement

Updated May 11, 2023

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1. Definitions.

a. "Designated Support Contact" means any Customer employee appointed by Customer who has been trained by to be a primary Customer contact with for support services.

b. "Incident" means when the SaaS Product does not seem to materially perform in accordance with the specifications specified in the relevant Documentation.

c. "Response" means when support personnel have (i) triaged the Incident, (ii) contacted Customer, and (iii) begun initial troubleshooting on the Incident.

d. "Maintenance Period" - A period of time when one or more services may be unavailable each month so that maintenance can be performed to maximize the performance and stability of the SaaS Product. Whenever possible, maintenance is performed during periods of low service utilization to minimize Customer and User disruption. All maintenance periods are scheduled in Central Time. Maintenance Periods include:

"Recurring Maintenance" - Maintenance performed at regularly scheduled intervals: (i) 8:00 p.m. Friday to 12:00 a.m. Saturday; and (ii) 8:00 p.m. Saturday to 12:00 a.m. Sunday.

"Planned Maintenance" - Maintenance that can be scheduled in advance with notification to Customers, but due to anticipated time to complete or other factors may fall outside of Recurring Maintenance Windows.

"Emergency Maintenance" - Maintenance or changes that are performed immediately or with no ability to provide advanced Customer notice.

2. Support Services.

a. Support and Trouble Tickets. During the License Term, shall use commercially reasonable efforts to provide support services to Customer, as described below. The Designated Support Contact may report Incidents to through's Support Portal (available at or support telephone helpline, and thereafter, the parties may cooperate to address the Incidents via email, telephone, or the Support Portal. shall provide Customer with a trouble ticket number that Customer can use to track the status of Incidents. 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 ten (10) days of's request or receipt of a patch or workaround (as applicable). Support services for the SaaS Product are available during business hours, which are 8:00 a.m. - 6:00 p.m. Central, Monday through Friday (excluding holidays).

b. Target Response Times for Technical Support Issues. shall provide Responses for Incidents that have been properly reported through the Support Portal in accordance with the table below:

Severity Level Description Target Response Time
1 (Critical) A Catastrophic production issue that could have a severe impact on Customer's production systems, causing them to become non-functional or go offline. This issue may result in the loss of production data and there is currently no available procedural workaround 6 business hours
2 (High) Customer's production systems are operational; however, they are operating at a significantly diminished capacity. This situation has a substantial impact on various aspects of Customer's business operations and productivity. The systems are susceptible to potential service loss or interruptions. 12 business hours
3 (Medium) This is a problem with a medium-to-low impact that results in the partial loss of non-critical functionality. It affects certain operations but still allows Customer to function. This problem is minor in nature and has limited or no loss of functionality or impact on Customer's operation. It can be easily circumvented or avoided by the end user. This may also include errors in the Documentation. 7 business day
4 (Low) This pertains to a general usage inquiry or a suggestion for future product enhancements or modifications. It does not have any impact on the quality, performance, or functionality of the product. 14 business days

c. Limitations. shall have no obligations under this
Section 2:

(i) if the Incident cannot be reproduced by,

(ii) if the SaaS Product has been modified or repaired, except by or at the direction of,

(iii) if the SaaS Product has not been installed, used, or maintained in accordance with the Documentation,

(iv) the SaaS Product is used on hardware, software, or other equipment that deviates from's recommendations made in the then-current Documentation,

(v) Customer does not permit timely access to the logs or to perform remote troubleshooting sessions on the affected component, as reasonably requested by, and/or

(vi) for information or data contained in, stored on, or integrated with any SaaS Product.

3. Maintenance Services.

During the License Term, shall make available to Customer all Updates to the extent generally released to other customers who have purchased the same services.

4. General. may revise the terms of this SMA, provided that:

(a) such revision is made to its standard SMA terms generally available to other customers,

(b) provides written/email notice of such revision at least thirty (30) days prior to the effective date of the revision.

Any delay or failure in the performance by 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, 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 employees) ("Force Majeure").