Annual Maintenance

Vanda Support and Maintenance Terms

Version 1.1

THESE SOFTWARE SUPPORT AND MAINTENANCE TERMS (“Terms”) SET FORTH THE TERMS AND CONDITIONS UNDER WHICH MAGICSOFT ASIA SYSTEMS PTE LTD WILL PROVIDE SUPPORT AND MAINTENANCE FOR CERTAIN SPECIFIED MAGICSOFT SOFTWARE PRODUCT(S) (“Software”).

As used in these Terms, “You” refers to the end-user customer organization which has purchased Software and support and maintenance. These Terms are incorporated into, and are subject to all applicable terms and conditions of, the License Agreement, including for the avoidance of doubt, any disclaimers of warranties, limitations of liability, etc.

  1. Scope.

Provided that You have paid the applicable support and maintenance fees for the Software, Magicsoft shall provide the support and maintenance services described in these Terms for a period of one (1) year).  The Maintenance Term may be renewed as specified (or, if not specified, as set forth in Section 6 below).

  1. Support.

2.1.     During the applicable Maintenance Term, Magicsoft shall use reasonable efforts to correct or provide a workaround for any reproducible programming error in the Software attributable to Magicsoft with a level of efforts commensurate with the severity of the error, as reasonably determined by Magicsoft. Upon identification of any programming error, You shall promptly notify Magicsoft of such error and shall provide Magicsoft with enough information to reproduce the error, including a listing of output and any other data that Magicsoft may reasonably request in order to reproduce the error and operating conditions under which the error occurred or was discovered. Magicsoft shall not be responsible for correcting any errors not attributable to Magicsoft. You expressly consent to Magicsoft to access Your information and data to perform the support and maintenance services for You.

2.2.     Standard 15 hours a year [unit block 30 minutes]). Support is provided via TeamViewer, e-mail or live chat.

2.3.     Routine Task

Annual Customer feedback and assessment.

Vanda healthy checking and suggestions, a summary report will be provided

  1. Server stats : DB and App Servers Resource, Memory and % of Uptime, daily backup status and monitoring
  2. Summary of Vanda support for the customer: the usage of 15 hours per   year (including usage in generating the report + actual support to customers’ feedback
  3. Updates and Upgrades.

During the applicable Maintenance Term, You shall be entitled to receive all upgrades and updates to the Software that are publicly released by Magicsoft.  The contents and timing of all upgrades and updates will be decided by Magicsoft in its sole discretion. Updates and upgrades exclude new versions of the software designated by Magicsoft by a change to the left of the decimal in the version number (e.g., 1.x to 2.x), and any separate modules and other functionality for which Magicsoft charges a separate fee.

  1. Limitations and Exceptions.

The following matters are not covered (and Magicsoft will not have any obligations with respect to such matters) pursuant to these Terms:

4.1.     Any customer organization for which support and maintenance fees have not been paid;

4.2.     Any problem resulting from the misuse, improper use, alteration or damage of the Software;

4.3.     Any problem caused by modifications of the Software not made or authorized by Magicsoft;

4.4.     Any problem resulting from any hardware component of Your system or any software not developed by Magicsoft, including, without limitation: any computers, disk drives, operating systems, network hardware or software, database or any other hardware or third party software;

4.5.     Any problem resulting from the combination of the Software with other programming or equipment to the extent that such combination has not been approved by Magicsoft; and

Support and maintenance excludes on-site visits, installation and training, file conversion, optional products and services, consulting services, shipping charges, or any recommended hardware.

  1. Payment and Default; Termination.

Unless otherwise provided in the Order Form, payment for support and maintenance is payable annually in advance. Should You fail to pay any fees or fail to carry out any other obligation under these Terms, Magicsoft may, at its option and in addition to other available remedies, terminate these Terms or suspend services, provided that Magicsoft first gives You twenty (20) days’ prior notice in order to permit You to cure Your default. In addition, services will automatically terminate.

  1. Renewals

Support and maintenance services shall automatically renew for additional periods of one year provided You have made payment for the upcoming year prior to the renewal date. If You have not made payment prior to the renewal date, without further action by Magicsoft these Terms shall automatically terminate with respect to the Software for which You have not paid. Any renewals after an expiration of a Maintenance Term may be subject to the then-current professional service fee rates.

  1. Changes and Updates to Fees and Terms.

At any time following the expiration of the Maintenance Term, fees for support and maintenance may be changed, provided that Magicsoft gives You at least Twenty (20) days’ prior written notice of the change. Such notice may be made by posting the revised fees on Magicsoft’s website.