2.2. All recurring Services will be billed monthly pursuant to the Order, including any overages and/or unincluded costs, additional materials or time. Monthly invoices will reflect the most current Device count, which the Client understands will be updated automatically and billed without any obligation for separate notice to the Client. The Client acknowledges that the Device quantities provided in the Order have been set in accordance with a preliminary network scan and that they will be billed in accordance with the actual number of Devices in use on the Client’s network at any given time that require an installation for update and security purposes per the Services. The Client understands that Fornida’s system will detect any Device which attempts to connect to the Client’s network without an agent installed pursuant to the Services, and that any such Device will be designated an unauthorized device and will not be supported in any way until a Fornida agent has been installed.

 

2.3. Additionally, the Client agrees that the User/Device quantities listed on their Order shall be considered the User/Device minimum for the term of the Order, and that the Client will be billed accordingly, even where the actual number of User/Devices in use at any given time during the term of the Order may be shown to the less than the stated minimum. Any change to the status minimum User/Devices shall be submitted by the Client to Fornida in the form of a Change Request and shall be subject to approval by Fornida in its sole discretion.

 

2.4. Service calls requiring travel 50 miles or more away from the Fornida office or service location that the service personnel is dispatched from will incurred additional services charges, which shall be billed at the standard hourly rate for service personnel.

 

2.5. Any out-of-scope projects or other engagements not part of the Order or MIS (Managed IT Services) Agreement, and related pricing, must be agreed upon by both parties and recorded in writing in the form of a separate SOW (Statement of Work). Out-of-scope matters are listed in Section 5 herein.

 

 

3. SERVICE DELIVERY

 

3.1. Requests for Service must be submitted to Fornida Customer Service as follows:

 

3.1.1. Email. Email address provided during Managed IT Services Onboarding.

 

Any service requests received by Fornida Customer Service by the above named email address will automatically generate a ticket.

 

For email requests to be accepted and processed, the following information must be included:

 

       a) Customer Company / Organization Name
       b) Best / Preferred Call Back Number(s)
       c) Basic Description of the Issue (for example: “My Computer is not connecting to the network”)

Fornida reserves the right to decline to act on service requests submitted by email which do not comply with the above requirements. In this case, the Client may not be separately notified.

 

3.1.2. Telephone. Phone number provided during Managed IT Services Onboarding. Phone calls will be answered in the order in which they are received. In the event no service resources are available at the time of the call or if we are experiencing unusually high call volume, callers may be directed to the Customer Service voicemail. In this case the call will have the option to leave a voice message and request a return call. The Fornida Customer Service will create or update a ticket for each call received whether or not the request in within the scope of the Services. Where a request is within the scope of Services, Fornida Customer Services will attempt to work with the client to resolve the issue. If the issue is suspected to be outside of the scope of Services, or additional research or clarification is required, customer services will follow up separately with the Client.

 

3.1.3. Web Portal. Portal website provided during Managed IT Services Onboarding. The Client may request a login to the Fornida Web Portal to submit customer service requests via the online portal. Any such requests received will automatically generate a ticket, and Fornida Customer Service will reply via the Web Portal, or via email.

 

3.2. Requests for Customer Service submitted via the channels provided at section 3.1 herein shall be delt with in accordance with the Service Level Agreement (SLA) in effect between the parties.

 

 

4. IT SERVICES LABOR FEES

 

4.1. Where a Client’s ticket is not able to be resolved remotely during standard Service Hours, a reasonable effort may be made by Fornida Customer Service personnel to handle the issue outside standard Service Hours, depending on availability. Any request for support outside of Service Hours or requests for work to be performed that is determined to be outside the scope of the Services per the Order, will be billed in accordance with the corresponding Labor Rates as stated in the Fornida’s Master Services Agreement section 2.4.

 

 

5. OUT OF SCOPE / LIMITATIONS

 

5.1. Certain services are not covered and therefore considered outside the scope of the Services to be performed by Fornida pursuant to an Order. The services listed below shall be deemed “Out of Scope” of the Services under the Client’s Order. Client, in its sole discretion, may request Fornida’s assistance with the Out-of-Scope matters listed below, which will be billed separately to the Client. Fornida will make reasonable efforts to keep the Client informed of any Out-of-Scope work prior to initiating said work.

 

5.2. These Out-of-Scope services include but are not limited to the following:

 

5.2.1. Provision of services in connection with any third-party software or other technical or software tools operating within the application layer running onstrong text servers or workstations. Fornida personnel may provide such Out-of-Scope support, however, they shall be primarily responsible for resolving issues with these software, including the necessity to contact the respective third-party developer/vendor directly to obtain support.

 

5.2.2. Provision of services in connection with Devices without an approved and billed remote agent installed (other than thin client and VDI environments), except for authorized exclusions as specified in the notes area of the selected services section(s) of Client’s MIS (Managed IT Services) Agreement.

 

5.2.3. Provision of services in connection with Home PC Support – For client personnel calling from an individual residence that has a Client company-owned workstation with an agent, Fornida Customer Service will assist with such individual’s issues in connecting to the Client work network or software only. Fornida Customer Service shall not be required to provide support for general Internet connectivity or any other home PC related issues.

 

5.2.4. Provision of services in connection with Network Device Configuration, including, but not limited to settings changes to Firewalls, Routers, and Switches shall be expressly excluded from the Services (The Client has the option to pay for these services separately).

 

5.2.5. Provision of services in connection with hardware-related issues, including but not limited to issues with the Hard Disk, Memory, Power Supply shall be expressly excluded from the Services. This means that all failures of equipment or hardware, and any related issues shall be Out of Scope. In General, it will be the sole responsibility of the Client to contact the manufacturer of the hardware to request support, or to engage a third-party service.

 

However, if the hardware in question was purchased by the Client directly from Fornida as a covered hardware item, Fornida shall have the responsibility to contact the manufacturer on the Client’s behalf if the hardware in question is still within the Manufacturer’s Warranty period.

 

5.2.6. Provision of services in connection with new equipment purchases & setup shall be expressly excluded from the Services.

 

5.2.7. Provision of services in connection with Negligence by Client or failure due to force majeure events that are beyond Fornida’s control, building modifications, power failures, or other adverse environmental conditions or factors stressing equipment beyond the limits it was originally designed for.

 

5.2.8. Provision of services in connection with the service and repair of any software or hardware system which results from any alteration or modification of any software or equipment, other than that explicitly approved by Fornida, including without limitation any installation of software or hardware modifications of equipment made by anyone other than an authorized Fornida resource.

 

5.2.9. Provision of services in connection with Programming (modification of software code) and program (software) maintenance unless as approved by Fornida in writing. Any warranty of Fornida functionality shall not be applicable where is has been determined that any third-party software solution utilized by Client is the root cause.

 

5.2.10. Formal training, of any kind, is expressly excluded from the Services. The Client has the option to purchase these services separately.

 

5.2.11. Where the Client has a current maintenance Agreement with a third-party vendor that entitles Client to support and software updates, Fornida may, in its sole discretion, administer updates to such third-party applications. It shall be the Client’s responsibility to supply Fornida with third-party updates upon release.

 

5.2.12. Fornida shall have no responsibility to resolve compatibility issues which arise from changes in a third-party product used by the Client.

 

5.2.13. On-site support by Fornida will be generally considered Out of Scope (except in the event that Client has purchased and is actively paying for a subscription to Services that include on-site support).

 

5.2.14. Support services in connection with the Client changing offices or reorganizing a current office shall be Out of Scope.

 

 

6. CLIENT OBLIGATIONS

 

6.1. Prior to the date of initiation of the Services, the Client agrees to provide to Fornida access to Client’s information and resources required to allow the Services to be deployed/installed by Fornida and to function properly, including, but not limited to items listed below. The Client’s Failure to provide appropriate and correct information may result in issues with the Service or Service delays, however, this will not set back the start date of the Services, or the date upon which the Client becomes responsible for paying for the Services.

Required Information and Access:

 

6.1.1. Administrator level access to all devices in Client’s network for access and administration.

 

6.1.2. A list of contacts authorized to communicate with Fornida’s Customer Service and/or other staff; such list updated from time to time as appropriate.

 

6.1.3. Physical access by Fornida to Client’s premises and devices for any on-site support, when and as necessary.

 

6.1.4. The Client’s change control process, if any, including scheduled maintenance windows.

 

6.1.5. Physical or remote access to Devices desired to have and capable of running Fornida’s monitoring agent(s).

 

6.1.6. Client shall provide Fornida with any passwords or keys (physical, virtual, or otherwise) that Fornida requires in order to provide the Services to Client.

 

 

7. TERMS & CONDITIONS

 

7.1. Access to Premises. Services may from time to time be performed at the Client’s office (“Premises”). The Client hereby grants to Fornida, the right to enter the Premises and to conduct necessary work within the Premises as required to enable the Services. The Client further grants Fornida a license to provide the Services described in the Order, MIS Agreement, or any Statement of Work, within the Premises. If Fornida is required in the course of providing Services to the Client to enter any property other than the Client’s premises, it shall be the Client’s sole responsibility to ensure that Fornida has all required legal authorizations to access such location and to perform the required work.

 

In the event any restriction of Fornida access to Client’s premises, systems and components there of results in Fornida being unable to provide the Services or results in a delay in the provision of Services, or otherwise limits the Services, Fornida shall not be responsible.

 

7.2. Equipment Removal. Upon termination of this Agreement for any reason, the Client shall provide Fornida with all necessary access, during normal business hours, to Client’s premises (and to any other locations at which Fornida-owned equipment is located) to permit Fornida to remove all Fornida-owned equipment from such premises. Fornida reserves the right to charge Client for Fornida-owned equipment until or unless returned to Fornida.

 

7.3. Scheduled Downtime. Scheduled Downtime shall mean those hours, as determined by Fornida in its sole discretion, during which time Fornida may perform scheduled maintenance or adjustments to the Services or to Client’s servers, workstations, or network. In determining Scheduled Downtime, Fornida shall use best efforts to provide Client with at forty-eight (48) hours notice prior to commencement of Scheduled Downtime, but this may not always be feasible. In general, Scheduled Downtime shall not occur between the hours of 8 AM and 5 PM Monday through Friday unless the Client has provided written authorization or where Fornida has determined in its sole discretion that exigent circumstances exist.

 

7.4. Client-Side Downtime. In no circumstances will Fornida be held responsible for any delay, deficiency or downtime resulting from the Client’s IT infrastructure, or resulting from any other third-party service provided to the Client. In the event that such delays or deficiencies do occur, Fornida shall be permitted to extend any relevant deadline as Fornida deems necessary to accommodate such delays or deficiencies.

 

7.5 Reports. Upon Clients request, Fornida shall make available to Client, Managed IT Service reports.