THE PROFESSIONAL SERVICES Clause Samples
The "Professional Services" clause defines the scope and nature of the services that a professional or service provider will deliver under the agreement. It typically outlines the specific tasks, deliverables, or responsibilities expected from the provider, and may include details such as timelines, standards of performance, or required qualifications. By clearly specifying what services are to be performed, this clause ensures both parties have a mutual understanding of expectations, reducing the risk of disputes over the quality or extent of work provided.
THE PROFESSIONAL SERVICES. 5.1. The Client shall have a valid Instilled Software-as-a-Service licence in place prior to the start of any Professional Services.
5.2. The Client shall at its own expense provide Instilled with all necessary documents or other materials, all data or other information requested by Instilled, and access to all personnel under the Client’s authority necessary for the proper performance of the Agreement and the Professional Services, within sufficient time to enable Instilled to provide the Professional Services in accordance with the Agreement.
5.3. Where the Professional Services include or comprise training, it is the Client’s responsibility to ensure that suitable operatives are made available to undergo such training at the times agreed between the parties. The Client will provide all necessary resources for training including suitable classrooms, AV equipment, laptops or desktops for participants, and suitable Internet connections for the duration of the training.
5.4. Any time period quoted for completion/delivery of the Professional Services shall be calculated from the Professional Services Commencement Date.
5.5. Instilled may perform the Professional Services through a group company, contractor or subcontractor, as Instilled sees fit, provided that it shall remain responsible for all acts and omissions of such group company, contractor and subcontractor in relation to the Professional Services as if it had performed the applicable Professional Services itself.
5.6. Instilled will be available to provide the Professional Services during the times specified in the Statement of Work (if applicable). While Instilled will make commercially reasonable efforts to effect performance of the Professional Services in accordance with any time-scales set out in the Statement of Work or as otherwise agreed in writing by Instilled, no condition or warranty as to time of completion or delivery is given by Instilled and Instilled does not accept liability, nor shall it be liable, for any loss or damage occasioned by delay in delivery howsoever caused, and any time stated for completion or delivery shall not be a term of this Agreement but shall be an estimate only.
5.7. Unless it has been expressly agreed in writing between Instilled and the Client that the personnel engaged in the provision of the Professional Services shall provide the Professional Services on an exclusive basis until completion of the applicable Professional Services, Instilled reserves the ri...
THE PROFESSIONAL SERVICES. Consultant shall execute the following professional services specified in Exhibit A (Scope of Work) attached hereto and incorporated herein by reference.
THE PROFESSIONAL SERVICES. The following professional services will be provided to Licensee during the first thirty (30) days after delivery of the Licensed Software. ● Installation of the Licensed Software on Licensee's servers. ● Assistance during Licensee's testing of the Licensed Software, ● Responses, by email, to inquiries by the Licensee’s programmers as to the correct use and deployment of the SDK. Email responses will take no more than twenty-four (24) hours from receipt except for messages received on Friday or Saturday (Israel time). Best efforts will be made to respond to queries received on Friday or Saturday with guarantees. Ordinarily, such requests will be taken care of on the Sunday following the Friday/Saturday in question. ● Responses, through instant messaging (eg. WhatsApp, Skype) to inquiries by the Licensee’s programmers as to the correct use and deployment of the SDK. Instant messaging queries will be addressed Sunday-Thursday between 10:00 and 18:00 hrs, Israel time. Licensor personnel will make its best effort to respond in a timely fashion to these inquiries, aiming for responses not to lag by more than sixty (60) minutes from receipt. Inquiries received after business hours will be answered the next business day. ● In addition to the above enumerated services, additional phone calls, conference calls, video calls and the like that shall not to exceed three hours in any one week. Other services including but not limited to software development, debugging non-IsItYou code, design, software architecture consulting or in situ development, are not included as professional services and will be priced separately. Support Model: With each request to Licensor, a ticket number will be generated. A ticket may be opened by sending an email to the e-mail address below, by contacting Licensor at the phone number below, or by accessing the Licensor's support platform via the Internet. The ticket number will accompany each subsequent interaction until the ticket is closed. Severity Level Severity Level Description Maximum Initial Response Time Resolution Time 1 – Critical An error in the Licensed Software that renders the Licensed Software unusable. Up to 1 Hour Within 4 Hours 2 – Serious An error in the Licensed Software that results in a loss of functionality and/or performance degradation. 2 Business Hours Within 1 Business Day