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Professional Service Terms

Last Update: July 24, 2023

Except for terms defined herein, capitalized terms used and not defined herein shall have the meaning as set forth in the Term.

The following terms shall govern the provision of the Professional Services specified in the applicable Order Form(s). The Professional Services are to be provided in English.

During the subscription period, subject to additional fees, you shall be entitled to receive the Professional Services. Unless otherwise indicated in the Order Form, the Professional Services do not include any integration or customization services with respect to the Platform.

Your Information and Cooperation. For Riverside to perform the Professional Services, you shall provide Riverside with all requested information, documentation, assistance, and access as Riverside may reasonably require in relation to the applicable matter.

Remote Connection. If appropriate, you will cooperate with Riverside to allow and enable Riverside to perform the applicable services via remote connection using standard, commercially available remote-control software. You will be solely responsible for instituting and maintaining proper security safeguards to protect your systems and data. Allowing Riverside’s support staff to have remote access to the Platform will significantly improve the ability to troubleshoot the error in a timely manner.

Professional Services. Professional Services will be provided by Riverside on an availability basis, depending on the skill set necessary to perform the applicable Professional Services. Professional Services may include, but are not limited to, technical support on standby, solution engineering, technical producers, and pre-recording checks. All requests for Professional Services must be scheduled a minimum of four (4) hours in advance so that you and Riverside can establish mutually agreeable availability. Depending on the request, Riverside may advise of prerequisite actions for a particular session of Professional Services.

Exclusions. The obligations hereunder shall not apply to any event that:

(i) is caused by factors beyond Riverside’s reasonable control (such as broad service outage);

(ii) results from your software or hardware, as well as any events caused by your own management or misuse of the Platform;

(iii) results from abuse or misuse of yours in violation of the Agreement or Riverside’s reasonable instructions, or other behaviors of unrelated third parties;

(iv) results from downtime of Riverside’s third-party service providers; or

(v) otherwise is explicitly excluded under the Agreement.

Riverside will use commercially reasonable efforts to assist you to resolve problems in its use of the Platform as described in the Agreement. Riverside makes no guarantee that it can, or will, solve any problems with respect to the Platform presented by you. YOU HEREBY ACKNOWLEDGE AND AGREES THAT YOUR SOLE AND EXCLUSIVE REMEDY IN CASE OF BREACH BY RIVERSIDE OF ITS OBLIGATIONS SET FORTH HEREIN, SHALL BE RIVERSIDE’S USE OF REASONABLE EFFORT TO RESOLVE THE REPORTED INCIDENT/MALFUNCTION.


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