Microsoft Word - Surveillance-Maintenance-Agreement-2020

Time Management Systems, Inc.

Maintenance Agreement

for Video Surveillance

Corporate Office

4050 Stadium Drive

Sioux City, IA 51106

800-282-8463

www.timemanagementsystems.com

Maintenance and Technical Support Agreement for Video

Surveillance

Provided by Time Management Systems, Inc. (TMS)

TMS warrants and represents that it is an authorized dealer for Digital Watchdog, and as such, has the

authority and is qualified to extend the Agreement described herein. This Agreement shall remain in effect

for a period of twelve (12) months.

The Technical Support Agreement described below does not extend the warranty period for the Software or

expand upon or in any way alter the Software warranty provisions set forth in the Manufactures License

Agreement.

a. Technical Support: Maintenance contract service consists of all service calls and repair

work as necessary during the contract period performed at no extra charge during normal

business hours. (Monday through Friday, 8:00 a.m. to 5:00 p.m. Central time except

holidays.) If customer is over a 50 miles radius from a TMS office, $95 an hour portal to

portal for travel time will apply.

b. Work outside of normal business hours is available for customers with a current

maintenance agreement at the rate of double the hourly rate.

Observed Holidays when they fall during the work week:

 New Year’s Day

 Memorial Day

 Fourth of July

 Labor Day

 Thanksgiving Day

 Christmas Eve beginning at (12PM Central Time)

 Christmas Day

 New Year’s Eve Beginning at (12PM Central Time)

To be covered under this Maintenance Agreement:

 During the term of this Agreement TMS shall, unless prevented by unavoidable circumstances,

diligently and faithfully use their best endeavors with all appropriate skill and ability in carrying

out and performing the support and services for the Customer by the terms and conditions

contained in this Agreement. TMS will make every reasonable effort to correct and resolve any

Software problem that Customer reports to TMS in which TMS is able to reproduce. Customer

will promptly provide TMS with all information requested by TMS to reproduce such problem.

 TMS will undertake all reasonable efforts to provide technical assistance under this Agreement

and to rectify or provide solutions to Customer’s support issue where the Software and

Hardware does not function properly. TMS does not guarantee that the problems will be solved

if the issue cannot be reproduced, nor that the remedy will be error free. This Agreement is only

applicable to the Software and Hardware sold to Customer by TMS, and running under the

accepted environments specified for that product.

 This Maintenance agreement provides unlimited telephone support with the utilization of remote

access software.

 A software maintenance agreement also entitles the operator to the latest updates in software

of their version

To provide high levels of support in a timely manner, TMS has a centralized support system known as the

Service Desk. The Service Desk Support team will be your single point of contact. They will field calls, send

a service request to the appropriate technician who will research the issue and then contact you to resolve

the problem. By utilizing this method, every call will be logged, and a call number assigned.

TMS technical support services may be accessed through one of the following options:

Telephone support +1 800 282-8463

Email support servicedesk@tmstime.com

The customer is responsible for supplying and maintaining the network environment recommended by TMS.

If issues arise that are outside the knowledge of the Time Management Systems expertise, the

Manufacturer will become involved as long as the hardware and software requirements are met.

TMS will strive to provide accurate and timely technical support for all Customers to ensure maximum up

time. TMS will assist the authorized contact person(s) in utilizing the Software and identifying and providing

workarounds, if possible, for standard component product problems.

This Maintenance Agreement will not cover:

 Services required due to changes in customer’s computers, printers, and new software or hard

disk problems

 TMS is available to assist in installing our surveillance software on additional computers,

moving to a different server or assisting in any way possible. However, this is not covered under

the maintenance contract. With a current maintenance agreement the time will be billed in

increments of 15 minutes.

 TMS shall have no support obligations with respect to any third-party hardware or third-party

software product. If TMS provides Technical Support for a problem caused by a Non-qualified

product, or if TMS’ service efforts are increased as a result of Customers use of a Non-

qualified Product, customer agrees to pay TMS for this additional service on a time and

materials basis at its then current published rates for custom software services

 If, in TMS’s opinion, performance of Technical Support is made more difficult or impaired

because of Customer’s use of Non-qualified Products, TMS shall so notify the customer and

the customer shall immediately remove the Non-qualified product at its own risk and expense

during any of TMS’s efforts to render Technical support under this Agreement.

 Customer shall be solely responsible for the compatibility and functioning of Non-qualified

Products with the Software.

 The main operators of the software must be trained by a qualified TMS Technician to receive

support under the maintenance agreement.

 Major reconfiguration of the set-up is not included.

o All reconfiguration of rules must be submitted in writing by an authorized contact person.

TMS will not make any major changes to the system without written authorization from an

authorized contact person.

TMS's liability shall in all events be limited to restoring the software covered by its agreement to good

operating condition. TMS shall in no event be liable for any incidental or consequential damages, nor for

recreation of data lost for any reason. It shall be the Customer's responsibility to maintain current, usable

backups of all data files relating to the software packages covered by this agreement. Customer is

responsible for having and maintaining remote access for TMS Support Technicians.

Remote Diagnostics

In order for the Software problem to be quickly analyzed, TMS technicians must have reasonable access

to the Customer network infrastructure in which the Software resides as outlined in this Agreement.

 Any remote access will be done with the Customer permission and TMS personnel will access

only those areas authorized by the Customer. Remote access will be terminated once the issue

is resolved or at the end of the remote connection window.

 TMS shall have no liability to Customer if TMS’ ability to render support is impaired by Customer

inability to provide telecommunications functionality required for remote support.

Outline of Customer Responsibilities:

In connection with TMS’s provision of Technical Support as described herein, Customer acknowledges

that Customer has the responsibility to do each of the following:

 It is not the responsibility of Time Management Systems, Inc. (TMS) or any of their employees to

interpret your Company Rules, Policies, Labor Law or Compliance Information. If you have

questions regarding compliance or laws, it will be your responsibility to seek your legal counsel.

TMS will configure your door access rules per your instructions. TMS is not a legal representative

responsible for knowing customers labor laws, Federal, State and Local Laws. All Building Codes

are the responsibility of the customer.

 Customer acknowledges that it is the sole responsibility of the Customer, at all times, during all

support and service functions performed by TMS, to protect and maintain an up-to-date and

restorable backup of any and all databases, files, utilities, Software and other systems which TMS

staff may directly access, or in connection with the support and service request.

 Customer must provide remote access to the Software for troubleshooting and problem diagnosis.

This includes but is not limited to using reasonable efforts to provide a sufficient amount of

information for problem diagnosis prior to on-site dispatch which could include but is not limited to

Software logs, hardware logs, or traces. This may also require a Customer to install certain

Software to assist with diagnosis.

 If Customer refuses this option, TMS reserves the right to charge for any support rendered on-site

which may have reasonably been provided remotely. All charges would be invoiced to Customer at

the support agreement hourly rate.

 TMS will have no liability for loss or recovery of data, databases, programs, or loss of system arising

out of the services or support, or any act of omission, including negligence by third party service,

consultant or IT provider.

Software Error Replication

Responses to the Customer’s request (whether by telephone, email or fax) of a Software error and

assistance in diagnosis of issue.

 The Customer must provide TMS with adequate information and documentation to enable TMS to

replicate the Software error. TMS may notify the Customer that the Software error could not be

replicated, located or identified. If such is the case, TMS will notify Customer that the Software error

cannot be resolved and the reason for this decision.

 Not all Software errors can be resolved while the technician is on the phone. Certain requests for

support may require testing and/or assistance from our programming or development department

to resolve. Should this occur TMS will keep the Customer updated as to the status of the open

Software error(s).

 If it is determined that there is no error or problem with the performance of Software, TMS will so

inform the Customer and in such case TMS reserves the right to charge Customer the support

agreement hourly rate

Software Build Releases

 During the term of this Agreement, TMS shall make available to Customer, without additional

license fees, all viable Build Releases provided by manufacturer. A Build Release may include

error correction, product/security fixes, and patches to the Software version purchased by the

Customer and identified in this Agreement.

 TMS will notify Customer when a new Build Release is available for distribution. When

approved by Customer TMS technical staff will perform the upgrade via remote diagnostics.

Hardware Support

Every effort has been made by TMS to implement defective-free Hardware. Special installation procedures

and materials have been implemented to ensure the Hardware’s ability to perform to the highest standards

even in unforeseen circumstances.

TMS will, during regular business hours, make all adjustments, repairs and parts replacements necessary

to insure proper operation of the Hardware during the prescribed Agreement period at no additional cost to

the Customer. If telephone or remote diagnostic support cannot resolve the issue, one of the following

options will be applied by TMS:

a. Customer will be requested to remove the malfunctioning/defective Hardware and ship the

item to TMS for in-house evaluation/repair by a TMS technician. In the event that a unit

should require bench repair, TMS will provide loaner equipment when available to

maintenance customers at no additional charge. Hardware will be shipped to the customer

at no charge for normal UPS Ground shipping. If Next Day or Two Day Air shipping is

requested by customer, the shipping charges will be billed to the customer.

b. Repair service may include replacement of defective parts with used parts. All replaced

parts shall become or remain the property of TMS. Any service or repairs performed

outside of normal business hours will be billed at TMS’s then prevailing after hour rates.

c. If it is determined that the defective part is of a “plug-and play” nature, TMS will ship the

replacement part and instruct Customer on installation procedure.

d. A representative from TMS will to be sent to Customer’s site of operation to resolve the

malfunction and/or replace the defective Hardware. If customer is over a 50 miles radius

from a TMS office, the $95 an hour portal to portal for travel time will apply.

e. The only hardware covered by this agreement is the surveillance equipment

provided by TMS. The surveillance hardware not covered by this contract and

labor associated with it will be provided at the current hourly rate.

Hardware Support Limitations

Hardware support does not include services to the Hardware resulting from, or associated with, the items

listed below. Customer will be billed at the support agreement hourly rate for these services.

a. Re-locating hardware to a new sight.

b. Customer failure to continually provide a suitable installation environment including, but

not limited to, adequate electrical power.

c. Downloading new or overriding existing Hardware firmware program without TMS

knowledge.

d. Inoperative Network connections, network communication equipment, directly or part of

the communication portal to Hardware.

e. Disrupted or broken communication wiring due to construction, relocation, general

maintenance or rewiring.

f. Third-party Hardware equipment not purchased or installed by TMS.

g. Customer repair, attempted repair or modification of hardware.

h. Any neglect, accident, abuse, theft, vandalism or fire:

( Damage to a blow or fall which results in damage to equipment

( Any fluids, foreign objects or conductive materials

i. Improper electrical power or wiring, interruptions in power, electrical static, and damage

arising from acts by a third-party or acts of God.

j. Compatibility of third party equipment or supplies.

k. Supplies are not included under this contract, but will be provided by TMS at its then

current prices.

l. Any hardware not previously covered under a maintenance agreement with TMS must be

inspected and brought up to working condition by a TMS technician. Any labor or parts

necessary to return the equipment to working order will be the customer’s responsibility.

Once this equipment is approved, it may be covered under an agreement without

exceptions.

Time Management Systems is dedicated to minimize any down time and to rectify all problems as quickly

as possible. All support covered under this agreement will be performed remotely. If on site repair is

requested by the customer, travel time is billed at $95.00 an hour if outside of the 50 miles radius of a TMS

office. Any lodging or travel expenses will be the responsibility of the customer. The annual maintenance

agreement prices are based on the software and hardware purchased. The Maintenance Agreement will

automatically be renewed and increased 5% per year.

Termination

Termination by Customer

The Customer shall have the right at any time, to terminate this Agreement by giving TMS a thirty

(30) day written notice thereof; however, termination of this Agreement by Customer will not entitle

Customer to the refund of any annual Agreement fees previously paid by Customer.

Termination by TMS

TMS reserves the right to terminate this Agreement at its sole and absolute discretion upon

determination by TMS that the continued support to Customer is not practical. TMS’ obligation and

liability to Customer upon termination of this Agreement is limited to providing Customer with 30

days written notice and a pro-rated refund of all unearned Agreement fees.

Termination Liability

No termination of the Agreement, whether by TMS or the Customer, shall relieve the Customer

from liability for any existing payments or performance fees due to TMS.

Agreement Hourly Rate

In the event that Customers request for support or services not covered in the enclosed support agreement.

or outside the normal TMS working hours, the following hourly rates will apply. TMS holds the right to

implement the use of two technicians if the job warrants.

Monday thru Friday

After Hours

Monday

thru Friday

8:00AM

–

5:00PM

(Central Time)

Non

Covered Hardware

and Software Support

Covered Hardware and

Software Support

$200/hour 1Tech

$300/hour 2Techs

$100/hour 1Tech

$150/hour 2Techs

(Billed in 15 minute

increments)

$200/hour 1Tech

$300/hour 2Techs