Support Agreement

TERMS AND CONDITIONS FOR STANDARD SUPPORT

This Standard Support Agreement (this “Agreement”) is a legal agreement between you (either an individual or a single entity) and Testformation for the standard support services that you have purchased from Testformation (“Standard Support”). Services provided will be as described in this Agreement. ANY USE OF STANDARD SUPPORT CONSTITUES YOUR ACCEPTANCE OF THIS AGREEMENT. IF YOU ARE UNABLE OR UNWILLING TO AGREE TO THESE TERMS, CONTACT TESTFORMATION IMMEDIATELY TO CANCEL YOUR STANDARD SUPPORT PLAN AGREEMENT. IN THE EVENT THAT YOU DO NOT PROCEED FURTHER, TESTFORMATION WILL REFUNDED THE FEES PAID IN ADVANCE.

You have requested a subscription to Standard Support for certain software (either QuickSTAF Network 1.0 or QuickSTAF Standalone 1.0 the “Software”) that you have licensed from Testformation. You are subscribing only to Standard Support for the Software listed on any corresponding subscription commencement or renewal invoices (the “Invoice”), subject to your payment when due of all applicable Standard Support subscription fees specified on that Invoice.

During your Standard Support subscription, Testformation will provide you with “Help-Desk Services” for the current version of the commercially released software by delivering person-to-person email, or web-based assistance with: (i) installation and configuration issues; and (ii) understanding the functionality and behavior of specific parts; and (iii) isolating problems you encounter by verifying that the Software does not behave in the way its associated documentation states it should on a corresponding Reference Platform (“Error”); and (iv) providing you with patches and work-arounds for known Errors; and (v) submitting problem reports for confirmed Errors that do not have current solutions. You may report and track your issues at Tech Support on the Testformation Portal. Help Desk Services are for your support and are not to be used for the benefit of other clients who have chosen not to subscribe to Standard Support. However, Testformation reserves the right to publish information (including work-arounds and fixes) relating to any issues you report for the benefit of QuickSTAF users, provided it does not include any details that would identify you or your customers.

During your Standard Support subscription, Testformation will provide you with any commercially released updates (collectively “Updates”) for use in association with the corresponding QuickSTAF license. Updates do not include Major Software updates (e.g. QuickSTAF Network 1.0 to QuickSTAF Network 2.0) or access to unlicensed products or technologies. You may only use Updates that are released during your subscription to Standard Support. You may not share your Updates with anyone else.

Your subscription will end on the anniversary of the Invoice date unless you first renew your subscription by delivering a purchase order to Testformation for the Standard Support fee for the Software for the next subscription year. All subscription fees are due in advance and are non-refundable. Testformation reserves the right to withhold Standard Support if you have not paid your subscription fees.

THE SOFTWARE AND SERVICES PROVIDED UNDER THIS AGREEMENT ARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NOTHING STATED IN THIS AGREEMENT WILL IMPLY THAT THE OPERATION OF ANY SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE OR THAT ERRORS WILL BE CORRECTED. OTHER WRITTEN OR ORAL STATEMENTS BY TESTFORMATION, ITS REPRESANTATIVES, OR OTHERS DO NOT CONSTITUE WARRANTIES OF TESTFORMATION.

IN NO EVENT WILL TESTFORMATION OR ITS AFFILATES OR THEIR OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, DISTRUBUTORS, OR LICENSORS (COLLECTIVELY, TESTFORMATION AND ITS REPRESNTATIVES) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOST REVENUE, LOST OR DAMAGED DATA, OR OTHER COMMERCIAL OR ECONOMIC LOSS, ARISING OUT OF OR RELATING TO ANY BREACH OF THIS AGREEMENT, ANY USE OF OR INABLITY TO USE THE SOFTWARE, OR ANY SERVICES PROVIDED OR INABLITY TO OBTAIN SERVICES, EVEN IF TESTFORMATION HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGE OR CLAIM. IN NO EVENT WILL THE AGGREGATE LIABILITY OF TESTFORMATION AND ITS REPRESENTATIVES FOR ANY DAMAGES ARISING OUT OF OR RLATING TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL FEES YOU HAVE PAID TO TESTFORMATION UNDER THIS AGREEMENT FOR THE APPLICABLE SUBSCRIPTION YEAR, THIS AND THE PRECEDING PARAGRAPH SHALL SURVICE AND APPLY NOTWISTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.