VIDEON SUPPORT SERVICES TERMS AND CONDITIONS

These support terms and conditions (these "Support Terms") apply to the selected Support Services you purchase from VIDEON CENTRAL, INC. (“Videon”, “Company”, or “We”) or that are provided in connection with a purchase of our hardware.  Those that in which these Support terms apply, shall be referred to as “Customer” in this document. These Terms are subject to change without prior written notice at any time, at  Videon’s sole discretion.  Customer’s continued use of the Support Services after a posted change in these Support Terms will constitute your acceptance of and agreement to such changes.

These Support Terms are incorporated into and subject to Customer’s “Main Agreement.”  Customer’s Main Agreement means, in the case of Videon hardware, Videon’s Terms and Conditions for the Sale of Goods and Services or, in the case of support, LiveEdge or other services, Customer’s Master Services Agreement.  Terms used herein that are defined in Customer’s Main Agreement shall have the meaning ascribed to them in Customer’s Main Agreement.  The term “Software” shall include software installed on Videon hardware and Application Services such as LiveEdge.

• REGISTRATION REQUIRED
• Customer must register their purchased device to receive Support Services and must provide information Videon requires during the registration process.  You can register online at https://www.videon-central.com/register

SUPPORT LEVELS and TERMS:
Videon offers two levels of Support Services which are defined below:

Release Terminology
“Maintenance Release" means any update, upgrade, release, or other adaptation or modification of the Software, including any updated documentation, that we may provide to you from time to time during the Term, which may contain, among other things, Error corrections, enhancements, improvements, or other changes to the user interface, functionality, compatibility, capabilities, performance, efficiency, or quality of the Software, but does not include any New Version.

"New Version" means any new version of the Software that we may from time to time introduce and market generally as a distinct licensed product or as installed on new product releases.

STANDARD WARRANTY AND SUPPORT 

1. Support Term is One (1) year from date of purchase for US customers, two (2) years from date of purchase for EU customers.
2. Support Requests can be submitted at https://support.videon-central.com/hc/en-us/requests/new
3. Software Error corrections only.  “Error” means a failure of the Software to operate in conformance with the documentation which prevents the Software from functioning as Videon intended.  
4. During the Support Term, Videon will provide Customer with all Maintenance Releases under the terms and conditions set forth in the Main Agreement. Customer does not have any right under or in connection with these Support Terms to receive any New Versions of any Software that we may, in our sole discretion, release from time to time.
5. Access to Documentation and Customer Portal
6. During the warranty period (as defined in your Main Agreement) we offer service/repairs solely through the Service Authorization (SA) process.  For Service Authorization, you should submit a request for service/repair via a Support Request in our Help Desk as described above detailing the issue and requesting an SA number. Once Videon has determined that a service/repair is warranted, we will contact you with instructions for shipping your unit to Videon. Units without a SA Number will not be accepted. Upon receipt of product we will either repair or replace with a new or refurbished unit at our discretion within 30 days
7. Customer Service Bullentins
8. Shipping of replacements (one to four weeks)
9. One year of customer support
10. Severity 2 and 3 ticket priority

PREMIUM WARRANTY AND SUPPORT 

1. Includes Standard Support package
2. Software Improvements and Feature Updates
3. Excusive Access to pre-release beta features at Videon’s discretion
4. Serverity 1, 2, and 3 ticket priority
5. 24/7/365 world-wide support
6. (Support Term as purchased: 1-3 years)
7. Standard device warranty shall be extended to align with premium support contract duration.
8. Phone (during Videon’s normal business hours), email and Support Requests via the Help Desk with a 1 business day response time.
9. Software Error Corrections and New Version.  
10. During the warranty period (as defined in your Main Agreement and as may be extended by Premium Maintenance and Support) we offer advanced replacement which means we will ship a new or refurbished unit immediately using express shipping at our expense to you. You must return the old unit within 2 weeks of receiving the replacement. If  you fail to return the original product in that timeframe, Videon will charge you the then current MSRP for the new unit.

LIMITATIONS

1. Errors. Videon has the sole right to determine, in its reasonable discretion: (1) what constitutes an Error; and (2) when an Error is deemed to be resolved.
2. Response Time and Resolution. Please see the Service Level Agreement included with this document.
3. Effect of Customer Failure or Delay. Videon is not responsible or liable for any delay or failure of performance caused in whole or in part by any delay or failure by you to perform any of your obligations under the Main Agreement or these Support Terms in accordance with the respective terms and conditions of these agreements (each, a "Client Failure").
4. EXCEPTIONS. Videon has no obligation to provide Support Services relating to Errors that, in whole or in part, arise out of or result from any of the following (each a "Service Exception"):

1. Software, or the media on which it is provided, that is modified or damaged by Customer or any third party;
2. Any operation or use of, or other activity relating to, the Software other than as specified in the Documentation, including any incorporation in the Software of, or combination, operation or use of the Software in or with, any technology (including any software, hardware, firmware, system, or network) or service not specified for Customer’s use in the Documentation, unless otherwise expressly permitted in writing by Videon;
3. Software or other products or services provided by third parties;
4. Any negligence, abuse, misapplication, or misuse of the Software other than by Videon, including your use of the Software other than as specified in the Documentation;
5. Any Client Failure, including your failure to promptly install any Maintenance Release that Videon has previously made available to you;
6. The operation of, or access to, your or a third party's system or network;
7. Any open source, beta software, software that Videon makes available for testing or demonstration purposes, temporary software modules, or software for which Videon does not receive a license fee;
8. Any breach of or noncompliance with any provision of these Support Terms or your Main Agreement by you or any of your representatives; or
9. Any Force Majeure Event (including abnormal physical or electrical stress).

5. CUSTOMER OBLIGATIONS.

1. Notification. Customer shall promptly notify Videon of any Error and provide Videon with reasonable detail of the nature and circumstances of the Error.
2. Compliance. Customer shall comply with all terms and conditions of this Agreement and the Main Agreement.
3. Use. Customer shall use the Software solely in accordance with the terms and conditions set forth in the Main Agreement and the Documentation.
4. Environment. Customer shall set up, maintain, and operate in good repair and in accordance with the Documentation all environmental conditions and components, including all networks, systems, and hardware, in or through which: (a) the Software operates; and/or (b) you access or use any of the Software.
5. Access. In connection with the performance of the Support Services, you shall provide Videon personnel with all such cooperation and assistance as they may reasonably request, or otherwise may reasonably be required, to enable Videon to perform its obligations (including the provision of the Support Services), and exercise its rights, under and in accordance with the terms and conditions of these Terms of Support, including:

1. Reasonable, uninterrupted access, both physical and virtual, to the Software and your premises, systems, networks, and facilities;
2. A safe working environment;
3. Reasonable access to your appropriate personnel, including network, systems, operations, and applications personnel; and
4. All necessary authorizations and consents, whether from third parties or otherwise, in connection with any of the foregoing.

6. Data Back-up. Customer agrees to back up all data, files, and information prior to the performance of any Services and hereby assumes sole responsibility for any lost or altered data, files, or information.

6. FEES

1. Support must be purchased with the purchase of the product. Plans of less than 3 years will auto renew for additional one year terms at the current rate, unless you notify us in writing at least 60 days prior to expiration.
2. If Customer orders an extension or subsequent support package, such package must be purchased prior to the expiration of the original support package. If you order a support package after the expiration date, We will prorate and charge you for the number of days between the expiration of the original plan, and the beginning of the new plan.
3. If Customer wants Videon to execute work outside the scope of support a professional services agreement must be in place.

7. TERM and TERMINATION

1. Term of Support.  The support term shall be as stated as purchased on executed quotation and auto renew every year.
2. Support Gaps.  If you fail to renew support for any period of time and then choose to re-enroll in support (a “Support Gap”), Videon has the right to charge Customer a reinstatement fee equal to the support fees you would have paid during the period of the Support Gap.
3. Termination.  A party may terminate these Support Terms immediately upon termination of the Main Agreement.  A party may terminate these Support Terms for cause (i) upon thirty (30) days prior written notice to the other party of a material breach by the other party if such breach remains uncured at the expiration of such period; (ii) immediately upon written notice if the other party becomes the subject of a bankruptcy, insolvency, receivership, liquidation, assignment for the benefit of creditors or similar proceeding; or (iii) as otherwise provided herein.
4. Effects of Termination.  Upon any expiration or termination of these Support Terms Videon shall cease providing Support Services to you.

8. ASSIGNABILITY

1. These Support Terms are not Assignable by Customer without written consent from Videon.

Service Level Agreements (SLAs)

1. Serverity Level - 1, The highest priority ticket where your workflow is down and you are unable to stream with no available workaround.  Initial response time is within-in 2 hours and resolution is 24 hours.  If asn engineering fix is required VIdeon will meet with customer with-in 48 hours to discuss fix and timeline.  The ticket can be closed once the fix is implemented
2. Severity Level - 2 , A medium priority ticket where you are able to stream with a workaround, though your desired workflow is not fully-functional. Initial response time is with-in 24 hours and resolution time is 14 calendar days.  The ticket can be close once the issue is resolved or workaround is in place.
3. Severity Level - 3, The lowest priority ticket where you are able to stream and your desired workflow is functional, but there is an inconvenience.   Initial response time is with-in 24 hours and resolution time is 21 calendar days. The ticket can be closed once a workaround or decision on the bug has been communicated to the customer