1. PURPOSE
1.1 This Agreement establishes the framework under which Logicom will provide the support services, described hereunder, to Resellers for their Customers. This is a non-exclusive agreement and Logicom may enter into similar agreements with other Resellers in the Territory.
1.2 This Agreement incorporates herein by reference the terms and conditions of the Logicom Cloud Reseller Agreement (“LCRA”), and any addendums or amendments to the LCRA (“Addendums”), entered between the Reseller and Logicom. In case of a conflict between (i) this Agreement and, (ii) the LCRA and its Addendums, this Agreement shall prevail with respect to the subject matter hereof.
2. INTERPRETATION
2.1 Capitalised terms not otherwise defined in this Agreement shall have the meaning set forth in the LCRA and its Addendums.
2.2 For the purposes of this Agreement the following terms will have the meaning assigned to them hereunder:
(a) “Logicom Cloud Marketplace” shall mean Logicom’ s Cloud Marketplace and cloud-based control panel for Resellers providing a tool for the management of the distribution and lifecycle of cloud services from ordering and provisioning to billing.
(b) “EET” means Eastern European Time, which is 2 hours ahead of the Coordinated Universal Time (UTC) or UTC+2:00, from last Sunday in October to the last Sunday in March.
(c) “EEST” means Eastern European Summer Time, which is 3 hours ahead of the Coordinated Universal Time (UTC) or UTC+3:00, from last Sunday in March to the last Sunday in October.
(d) “Logicom Cloud Customer Care” is the support service provided by Logicom for Resellers and Customers for products are services offered through Logicom Cloud Marketplace.
(e) “Microsoft CSP Online Services” include all the products available from the respective Microsoft online portal for Azure, Dynamics 365, Microsoft 365, and more which are published by Microsoft from time to time at this link https://www.microsoft.com/licensing/docs/view/Online-Services-products.
(f) “Microsoft On-Premises Products” include all Microsoft on-prem products that are eligible for assistance according to the Microsoft Support Lifecycle available are listed at this link https://docs.microsoft.com/en-IE/lifecycle/.
(g) “Services” means the support services provided by Logicom under this Agreement, which comprises of the Silver Plan and/or the Platinum Plan as specified in clauses 3.2.1 and 3.2.2 of this Agreement, respectively.
(h) “Subscription Term” means collectively the Initial Subscription Term and the Subsequent Subscription Terms, as defined in section 9 of this Agreement.
3. SUPPORT PLANS
3.1 General
a) Support Services will be offered by Logicom to Resellers for Reseller’s Customers and will include post-sales support for break-fix incidents only for problems encountered while using Products and/or Subscriptions provisioned in Logicom Cloud Marketplace including troubleshooting a specific problem, error message or functionality that is not working as intended.
b) Support services are provided in two (2) different support plans. These Plans are:
c) Response Time (as defined below) shall be determined with reference to Working Hours, Extended Hours or 24x7 Coverage (as applicable for each Plan):
Working Hours Coverage:
08:00 – 17:30 EET or EEST, as applicable, (Monday to Friday and Sunday excluding Public Holidays)
Extended Hours Coverage:
17:30 – 22:00 EET or EEST, as applicable, (Monday to Friday and Sunday excluding Public Holidays)
08:00 – 22:00 EET or EEST, as applicable, (Saturday)
24x7 Coverage:
24 hours (Including weekends and Public Holidays)
d) All support calls should be placed at Logicom Cloud Customer Care using the following methods:
3.2 Support Plans
3.2.1 Silver Plan
| Provisioning Options for Reseller | Included |
| Items Supported | All Products and Subscriptions purchased from Logicom Cloud Marketplace, Marketplace Operations, Billing and Information |
| Support Method | Remote Only |
| Target Initial Response Times | Severity 1 – as soon as possible Severity 2 – as soon as possible Severity 3 – as soon as possible Severity 4 – as soon as possible |
| Working Hours Coverage | All Severity Cases |
| Extended Hours Coverage | Not Included |
| 24x7 Coverage (Critical Situation) | Not Included |
| Support Channels | Email, Phone, Web, Chat |
| Microsoft Premier Support Escalation | Available at additional cost per ticket opened with Microsoft, only for Microsoft Products and Subscriptions |
3.2.2 Platinum Plan
| Provisioning Options for Reseller | One Plan per Reseller for all Customers |
| Items Supported | Microsoft CSP Online Services Microsoft On-Premises Products |
| Support Method | Remote Only |
| Target Initial Response Times | Severity 1 – 1 Hour Severity 2 – 2 Hours Severity 3 – 4 Hours Severity 4 – Next business day N.B.: the above targets are applicable ONLY for the items supported by the Platinum Plan, as specified above. |
| Working Hours Coverage | All Severity Cases |
| Extended Hours Coverage | Severity 1, Severity 2 Only |
| 24x7 Coverage (Critical Situation) | Severity 1 Only |
| Support Channels | Working Hours – Email, Phone, Web, Chat Extended Hours – Email Only 24x7 – Phone Only (Dedicated Critical Situation Number) |
| Microsoft Premier Support Escalation | Available at additional cost per ticket opened with Microsoft |
| Support for Non-Microsoft CSP Online Services is included ONLY as per the Silver Plan specification. | |
3.3 Microsoft Premier Support Escalation
Both support Plans include the option to escalate incidents to Microsoft through Microsoft Premier Support for Partners. Each escalation is subject to an additional fee, charged on a per-incident basis (per ticket opened with Microsoft). The applicable charges may vary depending on the type of incident, its severity, and the Reseller’s Support Plan.
3.4 Response and Resolution Time
3.4.1 Response Time
Response times provided for each Plan are merely indicative of the time within which Logicom will aim to respond to the escalation of the incident (“Response Time”). Logicom does not commit or guarantee any Response Time for either of the Plans. For the Silver Plan, Logicom aims to respond to all incidents, irrespective of their severity classification, as soon as possible. For the Platinum Plan, Logicom provides estimates of the Response Time in accordance with the severity classification of the incident within which Logicom aims to respond by using reasonable endeavours.
3.4.2 Resolution Time
Logicom does not commit or guarantee that the incidents will be resolved in a specific timeframe (“Resolution Time”) for both Plans. Resolution Time cannot be guaranteed since it depends on multiple factors, outside Logicom’s control, which cannot be predicted how they will affect the provision of Services. These factors include, indicatively and not exhaustively, the peculiarities of each problem, system architecture of each Customer, each Customer’s needs, industry, and Product usage, as well as the third-parties involved in the provision of Services. Logicom shall use reasonable endeavours to provide the earliest possible Resolution Time.
3.5 Severity Classification
3.5.1 General
The level of severity of each incident will be definitively decided by the support engineer to whom the incident will be assigned in accordance with the criteria of each severity classification, as specified in section 3.5.2 of this Agreement.
Resellers may request a change of the severity level only if after the support engineer’s decision, new developments arise, which change the circumstances as were initially communicated to Logicom’s support engineer. The final decision will be taken by Logicom’s support engineer.
3.5.2 Severity Definitions
Severity 1
Criteria: Significant loss or degradation of Customer’s Products and/or Subscriptions with critical impact on the Customer’s business operations with no viable detour or workaround available.
Severity 2
Criteria: Moderate loss or degradation of the Customer’s Products and/or Subscriptions or severely negative impact on the Customer’s business operations caused by the Customer’s Products and/or Subscriptions, who are not performing in accordance with the Vendor’s specifications. Also, incidents that can be classified with Severity 1 will be classified with Severity 2 if there is a viable detour or workaround available.
Severity 3
Criteria: Operational performance of the Customer’s Products and/or Subscriptions is impaired with minimum impact on the Customer’s business operations which remains functional. Also, any other problem which the Customer can easily avoid or detour, for which there is no urgency for resolution.
Severity 4
Criteria: Information is required on Customer’s Products and/or Subscriptions, installation or configuration. There is clearly little or no impact to the Customer’s business operations.
4. SUPPORT SERVICES EXCLUDED FROM THIS AGREEMENT
The following Services are excluded from this Agreement, namely:
a) Support for products or services not listed or not provisioned through Logicom Cloud Marketplace or for products and services listed in Logicom Cloud Marketplace.
b) Proactive monitoring and management issues related to on-premises infrastructure and any issue that involves support for hardware.
c) Support for pre-release and beta products or services included in Microsoft CSP Online Services.
d) Provide added features, functionality, updates, or design changes. Support services will only address problems with the enrolled Customer’s Products and/or Subscriptions which cause them to crash, lose data, or otherwise materially deviate from the Products’ and/or Subscriptions’ documented functionality.
e) Any support not specified in this Agreement, or any Services not purchased by the Reseller, or exceeding the parameters and scope of the Reseller’s purchased Plan.
f) Consultancy services and training relating to the proper use/configuration of the Customer’s Products and/or Subscriptions, migration and implementation assistance as well as any other consultancy or professional services requests.
g) Training or re-training of the Reseller’s or Customers’ staff, including training which may be required to fully utilize features in new versions of the provisioned products or services.
h) Development of specialized reports and other specialized software programs and features according to the Customers requirements.
i) Rectification of lost or corrupted data for any reason.
j) Attendance to faults caused by using the Customer’s Products and/or Subscriptions outside design or other specifications or outside the provisions laid down by the Vendor in any official documentation or manual for the Customer’s Products and/or Subscriptions.
k) Conversion and transfer of data from one version of the Customer’s Products and/or Subscriptions to a new one or to a new release.
l) Conversion and transfer of Customer’s Products and/or Subscriptions and its data from the system to another as may be necessitated by an upgrade to another computer or operating system.
m) Any Services for Microsoft CSP Online Services if Granular Delegated Administration Privileges (“GDAP”) and/or Admin on Behalf Of (“AOBO”) are not granted for Logicom, or its Affiliates and their Representatives to the Customer for the respective Microsoft CSP Online Services.
n) Support related to third-party MFA (Multi-Factor Authentication) services.
5. RESELLER RESPONSIBILITIES
The Reseller shall:
a) Ensure that the Customer will grant Logicom, or its Affiliates and their Representatives, as the case maybe, with all the necessary authorizations, access rights, and privileges required for the delivery of the Services including ensuring that Logicom, or its Affiliates and their Representatives are granted with GDAP and or AOBO to the respective Customer’s Microsoft organizational tenant and to the respective Microsoft CSP Online Service prior to raising any support request.
b) Promptly outline in an accurate and complete manner the impact of the incident to Customer’s business operations and, provide any further information, clarifications or resources reasonably requested by Logicom to decide to which appropriate severity level the incident will be assigned.
c) Appoint a point of contact who will be solely responsible for communicating with Logicom. Reseller must ensure that its point of contact: (i) has an understanding of the problem of the Customer; (ii) has an ability to reproduce the problem in order to assist the support representatives in diagnosing and triaging the problem; (iii) has knowledge of the supported Microsoft CSP Online services and Customer’s Microsoft environment to help resolve system issues and to assist support representatives in analyzing and resolving service requests.
d) Be able to timely perform problem determination and resolution activities, as requested by support representatives. These may include performing network traces, capturing error messages, collecting configuration information, changing product configurations, installing new versions of software or new components, or modifying processes.
e) Timely provide accurate and complete information during as requested by support representatives during a support request as well as timely and effective complete all assigned responsibilities.
f) Allocate appropriate resources to ensure that the Reseller can maintain Logicom’s continuous effort on a 24/7 basis when Logicom provides the Services, including but not limited in case of Severity 1 support requests under Platinum Plan.
g) Ensure that Customer’s data are backed up.
h) Ensure that it can (i) reconstruct lost or altered files, documents or other data resulting from catastrophic failures and (ii) implement procedures necessary to safeguard the integrity and security of Customer’s software and data.
i) Respond to customer satisfaction surveys that Logicom may provide from time to time regarding the quality of the support services received.
6. LOGICOM RESPONSIBILITIES
a) Logicom shall provide the Services which shall conform in all material respects with the specifications of the selected Support Plan as indicated in this Agreement.
b) Logicom shall provide the Services with reasonable skill and care and by using suitable and trained personnel.
7. ORDER, ACCEPTANCE AND DELIVERY
7.1 Reseller shall place its order for the Platinum Plan through Logicom Cloud Marketplace and by raising a purchase order with Logicom. There is no need to place an order for the Silver Plan.
7.2 Reseller’s order shall be deem accepted at the earliest of: (i) the express acceptance of the Reseller’s purchase order; or (ii) the commencement of the delivery of the Services.
7.3 Delivery of the Services shall take place remotely in accordance with the support channels identified for each Plan.
8. CHARGES
8.1 Platinum Plan follows a subscription model and is a product purchased on a monthly basis. Platinum subscription fees accrue monthly and are not dependent and/or subject to change according to the usage of the Plan by the Reseller or Reseller’s Customer. Reseller may incur additional charges for both Plans in case the Reseller requests support by the Vendor as specified in section 3 of this Agreement.
8.2 Platinum Plan subscription fees accrue on the 1st day of each month for the entire month that the Platinum Plan subscription remains in effect and Resellers are not entitled to any refund if they choose to terminate the Platinum Plan subscription before the expiration of their then-current monthly Platinum Plan subscription.
8.3 Platinum Plan fees are indicated in Logicom Cloud Marketplace, excluding all applicable Taxes. Logicom, may at its discretion, change the fees at any time. Changes will come into effect in 30 (thirty) calendar days from the date Logicom will announce such changes at Logicom Cloud Marketplace. Reseller shall be solely responsible for monitoring Logicom Cloud Marketplace for any changes in fees.
8.4 Reseller shall be billed on a monthly basis and shall pay all invoices raised by Logicom within 30 days as from the date that Logicom issued the invoice to the Reseller.
8.5 Reseller is free to agree with its Customers the price at which the Reseller will provide the selected Support Plan Services to its Customer.
9. TERM AND TERMINATION
9.1 This Agreement commences at the earliest of: (i) the date of its acceptance by the Reseller; or (ii) the date the Reseller will start making use of the Silver Plan, and shall remain effective until it is terminated in accordance with the provisions of this section.
9.2 This Agreement shall terminate with immediate effect and without the need for intervention by any court:
i. on the date the LCRA is terminated by any party for any reason whatsoever or no reason.
ii. on the expiration of the thirty (30) days’ written notice provided by one party (“Innocent Party”) to the other party (“Defaulting Party”) for a breach of a material term of this Agreement, which is capable of remedy, but which the Defaulting Party has failed to remedy within the notice period.
9.3 Once an order for a Platinum Plan subscription will be accepted by Logicom, the Platinum Plan subscription will be valid for a month (“Initial Subscription Term”). The Initial Subscription Term shall be automatically renewed every month for the same period (“Subsequent Subscription Terms”), unless terminated in any of the following ways:
i. immediately if this Agreement is terminated, by any party, for any reason whatsoever.
ii. by each party, for no reason, by providing to the other party thirty (30) days’ written notice prior the renewal of the Subscription Term.
iii. on the expiration of the thirty (30) days’ written notice provided by the Innocent Party to the Defaulting Party for a breach of a material term of this Agreement, which is capable of remedy, but which the Defaulting Party has failed to remedy within the notice period.
9.4 Termination of a Platinum Plan subscription shall not cause or result to the termination of this Agreement.
10. EFFECT OF TERMINATION
10.1 When this Agreement or a Platinum Plan is terminated, any and all amounts payable under this Agreement, including amounts for Platinum Plan subscriptions that have not yet run their Subscription Term, shall become immediately due and payable in full. Logicom shall issue a final invoice reflecting all such accelerated amounts, which shall be immediately payable by the Reseller.
10.2 Termination of a Platinum Plan subscription will not affect benefits the Reseller is entitled to receive under the Silver Plan.
10.3 Termination of this Agreement will not affect any accrued rights and liabilities of either party at any time up to the date of termination.
11. WARRANTIES
11.1 Services are provided by Logicom ‘as-is’ and other than as expressly and specifically set out in this Agreement, all conditions, warranties and terms, whether express or implied by statute, common law or otherwise (including in each case any implied conditions, warranties or terms relating to merchantability, quality, non-infringement, fitness for any particular purpose, time of performance, or ability to achieve a particular result) are excluded to the fullest extent allowed by Applicable Law.
11.2 Logicom does not provide any warranty or guarantee in relation to support services procured by a Microsoft or any other Vendor. To the extent authorized, Logicom will pass through to the Reseller any transferable warranties of Microsoft or any other Vendor.
11.3 Logicom does not make any representation and gives no warranty or representation to Reseller in relation to the Services other than as specifically stated in this Agreement.
12. LIMITATION OF LIABILITY AND INDEMNIFICATION
12.1 Logicom disclaims any and all responsibility or liability, howsoever arising, including in contract, tort (including negligence), or otherwise, for any losses, damages, expenses, costs, claims, suits, actions, proceedings or liabilities that the Reseller or Reseller’s Customer may incur, directly or indirectly, as a result of (i) an act, omission or negligence of the Reseller or Reseller’s Customers and their Representatives; or (ii) failure of the Reseller or Reseller’s Customer and their Representatives to follow the reasonable instructions received by Logicom, its Affiliates or their Representatives during the provision of the Service; or (iii) a failure of the Reseller or Reseller’s Customer and their Representatives to comply with the requirements of this Agreement.
12.2 Logicom shall not be liable for any delays in performance or non-performance of the Services arising, directly or indirectly, as a result of (i) an act, omission or negligence of the Reseller or Reseller’s Customers and their Representatives; or (ii) failure of the Reseller or Reseller’s Customer and their Representatives to follow the reasonable instructions received by Logicom, its Affiliates or their Representatives during the provision of the Service; or (iii) a failure of the Reseller or Reseller’s Customer and their Representatives to comply with the requirements of this Agreement.
12.3 Reseller shall indemnify and hold harmless Logicom, its Affiliates or their Representatives from and against all and any losses, damages, expenses, costs (including legal fees) incurred by Logicom, its Affiliates or their Representatives and against any claims, suits, actions, proceedings or liabilities raised or filed against Logicom, its Affiliates or their Representatives as a result of or in connection with (i) an act, omission or negligence of the Reseller or Reseller’s Customers and their Representatives; or (ii) failure of the Reseller or Reseller’s Customer and their Representatives to follow the reasonable instructions received by Logicom, its Affiliates or their Representatives during the provision of the Service; or (iii) a failure of the Reseller or Reseller’s Customer and their Representatives to comply with the requirements of this Agreement.
12.4 For the avoidance of any doubt, Section 12 of this Agreement supplements and shall be subject to section 12 of the LCRA.