The following additional terms and conditions are applicable to Sales Orders for Single Point Global’s Cloud Applications and Helpdesk Support:
Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the General Terms and Conditions.
“Estimated Availability Date” means the target date for delivery of Service.
“Access Information” means information that alone or together with other information, can provide access to any portion of Your Account, including but not limited to, Your Account number, login names, passwords, credit card or other financial information, security questions and their respective answers, and any other similar information. For the avoidance of doubt, Your Access Information will include any similar information for each of Your Users.
“Account” means the account created with Single Point Global in connection with this Agreement that relates to Your purchase or subscription to and use of Services by You and Your Users.
“Applicable Law” means any applicable foreign, federal, state or other laws, rules, regulations or interpretations of relevant Governmental Authorities or self-regulatory bodies.
“Beta Offerings” means any portion of the Services offered on a “beta” basis, as designated by Single Point Global, including but not limited to, products, plans, services, and platforms.
“Custom Installation Fee(s)” means all fees related to the sales order under the section of Custom Installation fees.
“Data” means all data submitted by Your Users to Single Point Global in connection with the Services, including all content, material, IP and similar addresses, recordings, messages, software, Account Information and Account-related settings.
“Governmental Authority” means a government, regulatory organization, self-regulatory organization, court of competent jurisdiction or similar body.
“Helpdesk” means the support for You (Defined further in this agreement) company issued workstations, laptop, desktop, printers, thin clients, or mobile device a government, regulatory organization, self-regulatory organization, court of competent jurisdiction or similar body.
“PHI” means Protected Health Information which is individually identifiable health information.
For the purposes of this PSA, “Services” means Single Point Global’s Helpdesk support and offering of hosting and other services, software and products, as such services, software and products that are offered by Single Point Global from time-to-time in its discretion and subscribed to, purchased by, or used by You pursuant to a Sales Order.
“Setup Fee(s)” means all fees related to the sales order under the section of Setup fees.
“Third-Party Service” means any service or product offered by a party that is not Single Point Global.
“User” means any of Your employees, consultants or independent contractors to whom You grant permission to access the Services in accordance with Single Point Global’s entitlements procedures and this Agreement. “You” and “Your” means the individual or entity on whose behalf the Service is purchased.
“You” means Your company and any of Your employees, consultants or independent contractors to whom You grant permission to access the Services in accordance with Single Point Global’s entitlements procedures and this Agreement. “You” and “Your” means the individual or Entity on whose behalf this Agreement is accepted.
ARTICLE 1. SERVICES; SCOPE; ACCESS; SECURITY.
1.1 Services. This attachment shall apply to Cloud Applications and Helpdesk support. A further description of the Services is set forth in Schedule A-1 hereto which is incorporated herein by reference.
1.2 Access to Services. Subject to and in accordance with the terms of this PSA, including any Schedules, Single Point Global grants You a non-exclusive, non-sublicensable, nontransferable, non-assignable, revocable license for the term set forth on the Sales Order to access and use the Services. Services may only be used by Your Users for internal business purposes only. You agree to comply with the terms and conditions of the Agreement, including this PSA and any Schedules, and with all applicable Single Point Global procedures and policies that further define use of the Services. You acknowledge and agree that the actions of any of Your Users with respect to the Services will be deemed to be actions by You and that any breach by any of Your Users of the terms of the Agreement, including any Schedule, will be deemed to be a breach by You.
1.3. Account Information and Ownership. You agree to maintain accurate Account information by providing updates to Single Point Global promptly, but no later than ten (10) business days, when any of Your Account information requires change or updates, including any relevant Account contact information or employee headcount. Failure by You, for any reason, to respond within ten (10) business days to any inquiries made by Single Point Global to determine the validity of information provided by You will constitute a material breach of the Agreement. You acknowledge and agree, and expressly consent, that in the event of any dispute regarding access to or legal ownership of any Single Point Global account or any portion thereof, including Your Account, Single Point Global will resolve such dispute in its sole discretion. In addition, in the event of such a dispute, Single Point Global may immediately suspend, alter or terminate any relevant account, including Your Account, or any portion thereof. You will reimburse Single Point Global for any legal fees and other fees incurred with respect to any dispute, audit, and legal release of information to a government entity or anyone else required by law regarding control or ownership of Your Account or Your Data or the same of another Single Point Global customer. You acknowledge and agree that (i) the legal owner of all Data on the Account is You, and not any individual User, including any Account contact registered with Single Point Global, regardless of any administrative designation (e.g., Administrator, Billing Contact, Owner, etc.) and (ii) Single Point Global may request any documentation it requires to establish ownership and rights to Your Account and any related Data; provided that any User with an administrative designation has the authority to bind You to any amendments, modifications or acknowledgements regarding this Agreement or otherwise relating to the Services.
1.4. Account Security and Activity. You acknowledge and agree that You are solely responsible for (i) maintaining the confidentiality and security of Your Access Information, and (ii) all activities that occur in connection with Your Account, whether initiated by You, by others on Your behalf or by any other means. You will notify Single Point Global immediately of any unauthorized use of Your Account, Access Information or any other actual or potential breach of security. You acknowledge and agree that Single Point Global will not be liable for any loss that You may incur as a result of any party using Your Access Information, either with or without Your knowledge and/or authorization. You further agree that You may be held liable for losses incurred by Single Point Global, any Single Point Global Party, or another party due to any party using Your Access Information. Single Point Global strongly recommends that You keep Your Access Information in a secure location, take precautions to prevent others from accessing it and change it when necessary to maintain its confidentiality and security. Single Point Global specifically disclaims all liability for any activity in Your Account, whether authorized by You or not.
ARTICLE 2. CUSTOM INSTALLATION FEES
Once Single Point Global accepts a Sales Order for Service, Single Point Global will invoice Customer for all Custom Installation Fee(s) or Setup Fee(s) as identified on a Sales Order. Customer will pay the Custom Installation Fee(s) or Setup Fee(s) within thirty (30) days of the invoice date unless a payment schedule is specified in the applicable Sales Order.
ARTICLE 3. PROVISIONING INTERVAL
Following its acceptance of a Sales Order, Single Point Global shall notify Customer of the Estimated Availability Date applicable to that Sales Order. Single Point Global shall use commercially reasonable efforts to provision the Service on or before the Estimated Availability Date; provided, however, that Single Point Global’s failure to provision by said date shall not constitute a breach of the Agreement. If Helpdesk support is provided prior to the official release of Services to client, it will be provided at best effort and is not subject to any and all SLA’s located in Schedule A-2 of this agreement.
ARTICLE 4. SERVICE COMMENCEMENT DATE
Single Point Global shall inform Customer when Service is available and performing in accordance with the “Technical Specifications” set forth in Schedule A-1 hereto (“Availability Notification”). Charges for Service shall begin to accrue as of the Service Commencement Date. The Service Commencement Date shall be earliest of: (A) the date on which Customer confirms receipt of and concurrence with the Availability Notification; (B) five (5) business days following the date of the Availability Notification, if Customer fails to notify Single Point Global that the Service does not comply materially with the specifications set forth in Schedule A-1 hereto; or (C) the date on which Customer first uses the Service. Helpdesk support may be provided prior to the Service Commencement Date upon request from the client, in which billing for Helpdesk support will begin immediately upon the first day of requested start date.
ARTICLE 5. Billing, Onsite Visits, Term, and Termination Charges.
5.1. Billing. Billing guidelines and references are covered under our Master Service Agreement located on our website at http://www.singlepointglobal.com/legal-terms-of-service/.
5.2. Onsite Visits. Our unlimited Helpdesk Product is for remote service only and is operated out of our support operations center in Ashburn, VA and does not include onsite visits. Unless a rate is stated otherwise on the Sales Order, all onsite IT service requests for our Unlimited Helpdesk Product or IT Server & Network Support Product are billed at one hundred and fifty ($150.00) dollars per hour. Work performed is at “best effort” and there is no guarantee the work performed onsite will reach a resolution. Customer is responsible for onsite visit invoice(s) whether IT resolution is achieved or not. All onsite requests must be submitted to our support system at email@example.com.
5.3. Term. The charges set forth or referenced in each Sales Order have been extended to Customer in reliance on the Service Term set forth therein. To the extent that a Service Term has not been expressly set forth in a Sales Order, the minimum Service Term for Services is thirty-six (36) months.
(a) Monthly Plan Service Term. For a Monthly Plan with Single Point Global, the Initial Term of a Service is the period from the Service Commencement Date through the remainder of that calendar month. A Renewal Term for a Monthly Plan of a Schedule is defined as one (1) calendar month beginning at the end of the Initial Term and each subsequent calendar month thereafter.
(b) Annual Plan Agreement Term. For an Annual Plan with Single Point Global, the Initial Term of the Service is the period from the Service Commencement Date through the remainder of that calendar month and continuing through the next twelve (12) calendar months (for example, an Annual Plan that begins April 14th will continue until April 30th of the following year), unless the parties have agreed in the Sales Order to a longer term. A Renewal Term for an Annual Plan of a Schedule is defined as the twelve-month period beginning at the end of the Initial Term and each subsequent twelve-month period thereafter.
(c) Automatic Renewal. Each Schedule will renew automatically at the end of the then-current Service Term for a Renewal Term unless terminated in accordance with this PSA by either You or Single Point Global.
5.4. Termination Charges.
(a) Monthly Plan. For a Monthly Plan, You may terminate any Service for any reason by following the termination procedure located within the Account section of the administrative control panel prior to the beginning of any Renewal Term. If You terminate a Monthly Plan prior to the end of the then current Term, Single Point Global will not be required to refund to You any fees already paid.
(b) Annual Plan. For an Annual Plan, You may terminate any Service for any reason by following the termination procedure located within the Account section of the administrative control panel at any time. If such a termination is effective prior to the end of the then-current Term, You will incur a fee that is the lesser of (a) two (2) months of the Minimum Package Fee from the end of the calendar month following the requested termination date, as defined on Your then-current plan; and (b) the Minimum Package Fee for the remainder of the then-current Term. The “Minimum Package Fee” is the monthly charge for Your base package excluding any additional items that You have purchased along with such base package.
(c) Refunds/Fees for Termination by You. Fees for non-recurring Services and set up fees will not be refunded. Any fees previously waived, discounts, or rebates applied may be reinstated if You terminate the account during the Service Term or if You breach this Agreement, including any Sales Order.
ARTICLE 6. USE OF THE SERVICES.
6.1. Internal Use. You will use the Services for Your own internal business, non-residential and non-personal use. You acknowledge and agree that Except with respect to Users, You will not allow any third party, including Your vendors and service providers, to access or use the Services unless such third party is allowed access for the purpose of providing authorized customer support services.
6.2. Restricted Activities. You will not (A) use any Service for any purpose outside the Service’s intended scope, features, and function set, (B) use any Service for third-party training, (C) use any Service as an application service provider or service bureau, unless You have entered into a separate written agreement with Single Point Global to provide such services, (D) use any Service for timesharing or rental, (E) use any Service to design software or other materials or services with similar or competitive functionality for any purpose, including distribution to third parties, (F) except with respect to Your Data, duplicate any portion of the Services or display, distribute, publish, or otherwise disclose any Service; (G) use any of the Services to interface with any other service or application that is outside the scope of intended use; (H) decompile, disassemble, or otherwise reverse engineer any portion of the Services; (I) make any modification or interface to any Service that is not specifically authorized by Single Point Global without prior written consent of Single Point Global; (J) resell or sublicense any portion of the Services, and any purported resale or sublicense will be void; and (K) store, maintain, or use on or through the Service any “Protected Health Information” or “PHI” as those terms are defined in the Health Insurance Portability and Accountability Act of 1996 and the rules and regulations promulgated thereunder, as each may be amended from time to time, unless a formal Business Associate Agreement has been executed between Single Point Global and You. You may not access the Services for purposes of monitoring their performance, availability, or functionality, or for any other benchmarking or competitive purposes, without Single Point Global’s prior written consent. You may not, without Single Point Global’s prior written consent, access the Services if You are a direct competitor of Single Point Global.
6.3. Applicable Law. You acknowledge and agree that access and use of the Services may be restricted or limited as a result of Applicable Laws and that You will not use, or allow the use of the Services in contravention of, and will comply with, any Applicable Law. You represent that You and Your Users are not named on any Government Authority list of persons or entities prohibited from receiving exports, and (ii) You will not permit Users to access or use Services in violation of any export embargo, prohibition or restriction. You acknowledge and agree that that it is Your sole responsibility to use the Services in a lawful manner.
ARTICLE 7. YOUR DATA; FEEDBACK.
7.1. Submission of Your Data. Any Data You provide to Single Point Global in connection with the Services must comply with the AUP. Any Data You provide to Single Point Global in connection with the Services shall not be PHI, unless a formal Business Associate Agreement has been executed between Single Point Global and You. Attempting to place or transmit, or requesting placement or transmission, of Data that does not comply with the AUP or is PHI will be a material breach of this Agreement. Single Point Global may, in its sole discretion, reject or remove Data that You have used or attempted to use with respect to the Services. Any Data used with respect to the Services by or through You will be free of any and all malicious code, including without limitation, disabling devices, drop dead devices, time bombs, trap doors, trojan horses, worms, computer viruses and mechanisms that may disable or negatively impact the Services or Single Point Global’s servers. You hereby represent and warrant to Single Point Global that You have the right to use any patented, copyrighted, trademarked, proprietary or other material in connection with Data that You use, post, or otherwise transfer or transmit with respect to the Services.
7.2. Public Disclosure of Data. You are solely responsible for ensuring that You do not accidentally make any private Data publicly available. Any Data made public may be publicly accessible through the internet and may be crawled and indexed by search engines or other third parties. By making any Data publicly available on any of the Services You affirm that You have the consent, authorization or permission, as the case may be from every person who may claim any rights in such Data to make such Data available in such manner.
7.3. Data Takedown. By making any Data publicly available in the manner aforementioned, You expressly agree that Single Point Global will have the right to block access to or remove such Data made available by You, if Single Point Global receives complaints, inquiries or notices concerning any illegality or infringement of rights in such Data. You expressly consent to determination of questions of illegality or infringement of rights in such Data by the agent designated by Single Point Global for this purpose.
7.4. Filtering. Single Point Global may employ various filtering methods to reduce unwanted content, such as SPAM e-mail, from reaching Your Single Point Global Account. You acknowledge and agree that such methods may prevent legitimate content from reaching Your Account and that Single Point Global will not be liable therefor.
7.5. Control. Single Point Global is not obligated to exercise control over the content of information, including Your Data, passing through Single Point Global’s network except any controls expressly provided in this Agreement.
7.6. Feedback. Any feedback, suggestions, testimonials, endorsements, information or materials conveyed to Single Point Global by You or Your Users in connection with the Services shall be collectively deemed “Feedback.” You agree to grant and hereby grant to Single Point Global a non-exclusive, perpetual, irrevocable, royalty free, worldwide license (with the right to grant and authorize sublicenses) to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, perform, and otherwise exploit such Feedback without restriction.
ARTICLE 8. BETA OFFERINGS. The applicable SLA does not apply to any Beta Offerings. Notwithstanding anything else set forth in this Agreement, Single Point Global does not make any representations or warranties regarding any Beta Offering or the integrity of any data stored in connection with any Beta Offering. You are strongly discouraged from using any Beta Offering in connection with sensitive data. Single Point Global may, in its sole discretion, change or terminate any Beta Offering without notice and does not represent or warrant the result of any such action. Single Point Global may, in Single Point Global’s sole discretion, convert any Beta Offering to a paid service upon notice to You. To avoid incurring increased charges following such a conversion, You must terminate (i) the individual converted service (if possible) by contacting Single Point Global as directed in the conversion notice, or (ii) if You subscribe to no other services under Your Account, the entire Account, pursuant to section 6 of this PSA.
ARTICLE 9. THIRD-PARTY SERVICES.
Single Point Global may link to or offer Third-Party Services on Single Point Global’s website or otherwise through the Services. Any purchase, enabling, or engagement of Third-Party Services, including but not limited to implementation, customization, consulting services, and any exchange of Data between You and any Third-Party Service, is solely between You and the applicable Third-Party Service provider and is subject to the terms and conditions of such Third-Party Provider. Single Point Global does not warrant, endorse or support Third-Party Services and is not responsible or liable for such Services or any losses or issues that result as Your use of such services. If You purchase, enable or engage any Third-Party Service for use in connection with the Services, You acknowledge that Single Point Global may allow providers of those Third-Party Services to access Your Data used in connection with the Services as required for the interoperation of such Third-Party Services with the Services. You represent and warrant that Your use of any Third-Party Service signifies Your independent consent to the access and use of Your Data by the Third-Party Service provider, and that such consent, use, and access is outside of Single Point Global’s control. Single Point Global will not be responsible or liable for any disclosure, modification or deletion of Data resulting from any such access by Third-Party Service providers.
ARTICLE 10. HARDWARE, EQUIPMENT, AND SOFTWARE. Unless purchased from Single Point Global or one of its affiliates pursuant to a separate written agreement, You are responsible for and must provide all hardware, software, services and other components necessary to access and use the Services. Single Point Global makes no representations, warranties, or assurances that third party hardware, software, services and other components will be compatible with any Service. Single Point Global reserves the right to change or upgrade any equipment or software that it uses to provide the Services without notice to You. Single Point Global will install security patches, updates, upgrades and service packs (“Updates”) as it determines in its sole discretion, and reserves the right, but not the obligation, to roll back any Updates. Updates may change system behavior and functionality and as such may negatively affect the Services used by You. Single Point Global cannot foresee nor be responsible or liable for service disruption or changes in functionality or performance due to Updates. Single Point Global is not responsible or liable for issues that may arise from incompatibilities between Your Data and use of the Services and any Update or hardware or software change or configuration, regardless of whether discretionary or requested.
ARTICLE 11. TECHNICAL SPECIFICATIONS; SERVICE LEVEL AGREEMENT
The technical specifications applicable to the Service are set forth in Schedule A-1 hereto. The service level agreement applicable to the Service is set forth in a Schedule A-2 hereto.
SERVICE DESCRIPTIONS AND TECHNICAL SPECIFICATIONS SINGLE POINT GLOBAL CLOUD SERVICES
Single Point Global’s Cloud Service (“Service”) will be provided in accordance with the service descriptions, technical specifications set forth below:
SERVICE LEVEL AGREEMENTS
Intermeida SLAs – https://www.intermedia.net/legal/agreements
Office365 Service SLA’s – http://www.microsoftvolumelicensing.com/DocumentSearch.aspx?Mode=3&DocumentTypeId=37
Helpdesk Support – Hours of Operation
The Help Desk is open 24/7/365 via phone support. Email Support requests are supported between 7:00 a.m. – 7 p.m. EST Monday – Friday during normal business days.
Phone: 703.348.8415 or 888.231.9317
Response Time: Measured from ticket submittal until the appropriate assigned tech replies for the first time. Note: The auto-generated confirmation email sent to the requester does not fulfill the response time requirement.
Resolution Time: Measured from ticket submittal until the issue is resolved*.
The table below provides examples of ticket types and promised times based on priority. Urgency and customer impact determine the priority level.
SPG strives to uphold the above times for 96% of all Help Desk tickets.
*Resolution includes temporary fix or work-around solution.
Creating a Help Desk ticket starts a conversation with the goal of resolving an issue.
How the System works
Helpdesk SLA Violation Credit Table