This Portal Maintenance and Support Policy (“Policy”) explains the support and related services that the Company will provide in connection with its Portal Platform Services (as the term is used in this Policy, “Platform Services”). Unless expressly stated otherwise, capitalized terms contained in this Policy shall have the meanings given them in the Client Agreement.
- Scope. Company will provide the following support during Company’s standard office hours from 9:00 a.m. to 5:00 p.m., Monday through Friday, Eastern Time, excluding U.S. federal holidays (“Support Hours”): (a) when and if available, updates, bug fixes and documentation, (b) limited assistance, including clarification of functions and features, Documentation and guidance in the operation of the services, and response to Client questions, (c) limited integration, set-up, and configuration assistance in connection with the Services and features thereof, (d) assistance in identifying and verifying the cause of suspected errors, and (e) troubleshooting and providing workarounds for identified errors or malfunctions, where reasonably available to Company. Support specifically excludes Managed Services, consulting, training, and Professional Services. Company shall employ due care and attention if it accesses Client’s systems or servers. Company may subcontract its obligations with respect to support; however, Company shall remain solely responsible to Client for any such obligations. For clarity, Support excludes the provision or inclusion of new features, services, and functionality for which Company generally charges a separate fee.
- Uptime. Platform Services will be available to Client for an average Uptime of 99%, twenty-four (24) hours a day, seven (7) days per week, subject to SSM (the “Target”). If a quarterly report shows that the Uptime Percentage has fallen below 99% during the term of your Subscription to Platform Services, you shall be entitled to a credit equal to 1% of the quarterly subscription fee for each percent that Platform Services’ availability has fallen below the Target. If the Uptime Percentage falls below 85%, Client shall be entitled to a credit equal to fifty percent (50%) of the quarterly subscription fee. “Uptime” means the time when Platform Services is accessible to Client, excluding outages due to SSM. “Uptime Percentage” means the product of [(minutes of Uptime – minutes of Downtime)/Uptime]* 100. “Downtime” means the planned or unplanned inability of most users to access Platform Services except for causes not attributable to Company and planned and scheduled maintenance of Company’s systems and servers necessary for the delivery, maintenance and use of Platform Services announced to Client with at least forty-eight (48) hours advance notice.
- Third Party Issues. This Policy does not include support services requested as a result of, or with respect to causes, which are not attributable to Company, including (a) accident; unusual physical, electrical or electromagnetic stress; neglect; misuse; failure or fluctuation of electric power, air conditioning or humidity control; failure of rotation media not furnished by Company; excessive heating; fire and smoke damage; operation of Platform Services with other media and hardware, software or telecommunication interfaces; or causes other than ordinary use; (b) improper integration by Client or Client’s use or misuse of Platform Services that deviates from any operating procedures established by Company or the Documentation and the consequences thereof, such as outages caused by Client or other clients; (c) actual or attempted modification, customization, alteration or addition of Platform Services undertaken by any party other than Company; (d) Downtime resulting from Client requests or SSM; (e) network errors outside of the control of Company; (f) server errors and limitations set by third-party service providers; or (g) other such unavailability caused by circumstances beyond Company’s reasonable control, including Force Majeure Events. Company is not responsible for limitations or inability to use Platform Services by Client, resulting from failures or defects in services or equipment which are not provided by Company, or problems presented by Client’s technological infrastructure, security or related reviews, approval, and procedural requirements (“Third Party Issues”). Where Third Party Issues arise, Platform Services are considered available under this Policy.
- Client Responsibilities. Company’s provision of support is subject to Client: (a) providing Company with necessary access to employees, authorized contractors, and/or Authorized Users with the requisite knowledge of Client’s systems, servers, and Platform Services instance, including, as applicable, any integrations thereof, during Support Hours; (b) providing appropriate supervision, control and management of the use of Platform Services, including training Employees and authorized contractors regarding the use of the services and their obligations with respect to the data available through Platform Services and the Documentation; (c) recording and promptly reporting to Company all detected errors or malfunctions of Platform Services; (d) taking all steps necessary to rectify errors or malfunctions within a reasonable time after such procedures have been received from Company; and (e) appointing someone knowledgeable in the operation of Platform Services to serve as primary contact between Client and Company regarding the provision of support. Additionally, Client shall ensure that all users receive initial training services sufficient to enable Client to effectively use the Platform Services and the outputs thereof. Failure to do so may result in additional fees if support requests are deemed, in Company’s sole and reasonable discretion, excessive as a result of insufficient training.
- This Policy is subject to change at Company’s sole discretion. Updates to this Policy will be published from time to time on the on the Legal Resources website or on a website liked thereto.
Effective July 1, 2026
