APPENDIX E TO DIR CONTRACT NO. DIR-TSO-2542

APPENDIX E TO DIR CONTRACT NO. DIR-TSO-2542
APPENDIX E TO DIR CONTRACT NO. DIR-TSO-2542
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SERVICES AGREEMENT
This Agreement is entered into between Cisco Systems, Inc., having a principal place of business at 170
West Tasman Drive, San Jose, California, 95134 (“Cisco”), and _________________, having a principal
place of business at _______________________________________________ (“Customer”) and is
entered into as of the date of last signature below (the “Effective Date”).
This Agreement consists of (i) DIR Contract No. DIR-TSO-2542 (ii) this signature page, (iii) the Services
Agreement Terms and Conditions (including the Exhibits) and (iv) the Services Descriptions of the
Services Customer has elected to purchase, which are incorporated in this Agreement by this reference.
The parties have caused this Agreement to be duly executed. Each party warrants and represents that
its respective signatories whose signatures appear below are on the date of signature authorized to
execute this Agreement.
Cisco Systems, Inc.
(“Customer”)
(“Cisco”)
Authorized Signature
Authorized Signature
Print Name
Print Name
Title
Title
Date
Date
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SERVICES AGREEMENT - TERMS AND CONDITIONS
1.0
Definitions are those in Exhibit A (Glossary of Terms) at the end of the Agreement.
2.0
Scope. This Agreement describes the terms and conditions for (a) Direct Purchases from Cisco
by Customer of Services, and (b) delivery by Cisco of the Services according to the options
ordered by Customer or otherwise provided by Cisco to Customer. Cisco will provide Services for
Products and Customer will be entitled to receive Services for which (i) the applicable Services
fees have been paid, (ii) a valid Software license has been granted and (iii) Customer provides
information requested by Cisco such as valid serial numbers, site location, contract number, and
Product type.
3.0
Orders. Customer shall, upon and subject to credit approval by Cisco, purchase Services by
issuing a Purchase Order. Each Purchase Order must be signed, if requested by Cisco, or (in the
case of electronic transmission) sent, by an authorized representative, indicating the specific
Services, quantity, price, total purchase price, shipping instructions, requested delivery dates, billto and ship-to addresses, tax exempt certifications, if applicable, contract reference if any, and any
other special instructions. No contingency contained on any Purchase Order shall be binding upon
Cisco. The terms of DIR Contract No. DIR-TSO-2542 and this Agreement shall apply, regardless
of any additional or conflicting terms on any Purchase Order or other correspondence or
documentation submitted by Customer to Cisco, and any such additional or conflicting terms are
deemed rejected by Cisco.
4.0
Pricing. Prices for Services shall be (a) those specified in Appendix C, Pricing Index of DIR
Contract No. DIR-TSO-2542, or (b) those set forth in a written price quotation submitted by Cisco
in accordance to Appendix C, Pricing Index of DIR Contract No. DIR-TSO-2542. Taxes will be
handled in accordance to Appendix A, Section 8F of DIR Contract No. DIR-TSO-2542. Customer
shall present an exemption certificate acceptable to the taxing authorities if so requested. In the
event that Customer is unable to provide valid and applicable serial number(s) for Product and
Cisco agrees to provide Services, then Service fees payable by Customer shall be at Cisco’s
service rates as indicated in Appendix C, Pricing Index of DIR Contract No. DIR-TSO-2542.
5.0
Payment. Payments will be handled in accordance to Appendix A, Section 8K of DIR Contract
No. DIR-TSO-2542. Unless otherwise agreed by Cisco, all payments shall be made in the
currency used by the Cisco entity with which Customer has placed its Purchase Order.
6.0
Invoicing. Invoicing will be handled in accordance to Appendix A, Section 8J of DIR Contract No.
DIR-TSO-2542. The timing of invoices for Services provided pursuant to a SOW shall be set forth
in the respective SOW.
7.0
Term and Termination.
7.1 The term of this Agreement shall commence on the Effective Date and shall continue for a
period of one (1) year unless otherwise specified. Three (3) one (1) year renewal options may be
exercised by Cisco’s issuance of thirty (30) days advanced written notice and Customer's
concurrence prior to the then-effective expiration date (each a “Renewal Term”).
7.2 The term of an Equipment List shall commence on the date set forth on such Equipment List,
which may be up to sixty (60) days following the date of Purchase Order acceptance by Cisco.
The term of an Equipment List shall be for a period of one year unless otherwise specified and
shall renew as stated in 7.1 above. The term of each SOW shall be stated in the SOW.
This Agreement and any Equipment List or SOW may be terminated in accordance to Appendix A,
Section 11B of DIR Contract No. DIR-TSO-2542.
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Cisco reserves the right to make changes to the scope and content of the Services or part thereof,
including terminating the availability of a given Service, at any time upon ninety (90) days' prior
notice. Such changes will become effective upon renewal of the affected Equipment Lists and
SOWs. If Customer does not agree to a change of scope or content, Customer may terminate any
affected Equipment List or SOW by notifying Cisco at thirty (30) days prior to the expiration of the
then current one (1) year term of the Equipment List or SOW. In such case, Cisco shall continue
to provide Services until the next expiration date of the affected Equipment List or SOW.
In the event that, following termination or expiration of this Agreement, Customer places Purchase
Orders and Cisco accepts such Purchase Orders, then any such Purchase Orders shall be
governed by the terms and conditions of DIR Contract No. DIR-TSO-2542 and this Agreement
notwithstanding the earlier expiration or termination of this Agreement; provided, however, that
acceptance by Cisco of any such Purchase Order will not be considered to be an extension of the
term of the Agreement nor a renewal thereof.
Each Equipment List and SOW hereunder shall terminate immediately upon termination of the
Agreement, unless otherwise agreed by Cisco.
Upon termination of this Agreement, any Equipment List or SOWs, Customer shall pay Cisco for
all work performed and accepted under the affected Equipment Lists or SOWs up to the effective
date of termination at the agreed upon prices, fees and expense reimbursement rates.
8.0
Confidentiality. Customer and Cisco agree that in connection with this Agreement and their
relationship, they may obtain Confidential Information. The receiving party shall at all times keep
in trust and confidence all such Confidential Information, and shall not use such Confidential
Information other than as expressly authorized by the disclosing party under this Agreement, nor
shall the receiving party disclose any such Confidential Information to third parties without the
disclosing party’s written consent. Notwithstanding the above, Cisco shall be authorized to
disclose Customer’s Confidential Information to contractors or employees of a Cisco entity who
have a legitimate business need to have access to such information. To the extent allowable
under record retention laws and policies, the receiving party shall immediately return to the
disclosing party all Confidential Information (including copies thereof) in the receiving party’s
possession, custody, or control upon termination or expiration at any time and for any reason of
this Agreement. The obligations of confidentiality shall not apply to information which (a) has
entered the public domain, except where such entry is the result of the receiving party’s breach of
this Agreement; (b) prior to disclosure hereunder was already rightfully in the receiving party’s
possession (c) subsequent to disclosure hereunder is obtained by the receiving party on a nonconfidential basis from a third party who has the right to disclose such information to the receiving
party. To the extent allowable under the Texas Public Information Act, the receiving party will be
authorized to disclose Confidential Information pursuant to a Texas Public Information Act request
or a valid order issued by a court or government agency, provided that the receiving party provides
(i) prior written notice to the disclosing party of such obligation; and (ii) the opportunity to oppose
such disclosure. Any press release or publication regarding this Agreement is subject to prior
review and written approval of the parties.
9.0 Warranty. ALL SERVICES PROVIDED HEREUNDER SHALL BE PERFORMED IN A
WORKMANLIKE MANNER. EXCEPT AS SPECIFIED IN THIS SECTION, CISCO HEREBY
DISCLAIMS AND CUSTOMER WAIVES ALL REPRESENTATIONS, CONDITIONS AND
WARRANTIES (WHETHER EXPRESS, IMPLIED, OR STATUTORY), INCLUDING WITHOUT
LIMITATION, ANY WARRANTY OR CONDITION (A) OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, NONINFRINGEMENT, TITLE, SATISFACTORY QUALITY, QUIET
ENJOYMENT, ACCURACY, (B) ARISING FROM ANY COURSE OF DEALING, COURSE OF
PERFORMANCE, OR USAGE IN THE INDUSTRY. TO THE EXTENT AN IMPLIED WARRANTY
CANNOT BE DISCLAIMED, SUCH WARRANTY IS LIMITED IN DURATION TO THE
APPLICABLE EXPRESS WARRANTY PERIOD.
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10.0 Limitation and Exclusion of Liability.
10.1 LIMITATION OF LIABILITY WILL BE HANDLED IN ACCORDANCE TO APPENDIX A,
SECTION 10K OF DIR CONTRACT NO. DIR-TSO-2542.
11.0 Licenses. Subject to Customer’s compliance with the terms of DIR Contract No. DIR-TSO-2542
and this Agreement, any applicable AS Service Description or SOW, and the End User License
Agreement, Cisco grants to Customer a worldwide, non-exclusive and non-transferable license to
use for Customer’s internal business use only: (i) Software provided as a result of Services, if any,
solely in object code form; (ii) other Deliverables specified in an applicable AS Service Description
or SOW, if any, and (iii) Data Collection Tools, if any (collectively and individually, the “Licensed
Materials”). In addition, Cisco grants to Customer a right to modify and create derivative works of
any Scripts provided by Cisco to Customer pursuant to this Agreement, solely for Customer’s
internal business use. These license grants do not include the right to sublicense; provided that
Customer may permit its suppliers, subcontractors and other related third parties to use the
Licensed Materials solely on Customer’s behalf for Customer’s benefit, provided that Customer
ensures that any such use is subject to license restrictions and confidentiality obligations at least as
protective of Cisco’s rights in such Licensed Materials as are specified in this Agreement.
Nothing in this Agreement, any AS Service Description or any SOW shall alter or affect the
Intellectual Property rights and/or licenses provided with any Cisco Products. The terms and
conditions provided with the Software are hereby incorporated into this Agreement by this
reference. To the extent there is a conflict between the terms of DIR Contract No. DIR-TSO-2542,
the End User License Agreement and this Agreement, the terms of the DIR Contract No. DIR-TSO­
2542 shall apply. The provisions in this Section apply only to those Services and Deliverables and
other Intellectual Property provided by Cisco to Customer.
Customer will use Software solely on Cisco Hardware, except as otherwise permitted herein;
provided that Customer may also use Application Software on third party hardware or as otherwise
expressly authorized in the Software Documentation. In the case of Data Collection Tools that
include Hardware, Customer will use any Software included with such Data Collection Tools solely
on the Hardware provided with such Data Collection Tools. In the case of Data Collection Tools
that consist of Software only, Customer may use such Data Collection Tools on Hardware or third
party hardware, unless otherwise set forth in an applicable AS Service Description or SOW.
The license rights granted in this Section are perpetual, provided Customer is not in breach of this
Agreement. Notwithstanding the above, the license for Data Collection Tools will be terminated in
accordance with Appendix A, Section 11B of DIR Contract No. DIR-TSO-2542. Except as otherwise
expressly set forth in this Agreement or an applicable SOW, Customer shall not (and shall not
permit a third party to): download more than one copy of the Software; copy, in whole or in part, any
Software, Deliverable or Data Collection Tool; make error corrections or derivative works of, or
otherwise modify, decompile, decrypt, reverse engineer, disassemble or otherwise reduce all or any
portion of any Software, Deliverable or Data Collection Tool to human-readable form; or transfer,
sublicense, rent, lease, distribute, or sell, any Software, Deliverables or Data Collection Tools.
Customer agrees that it receives no implied licenses under this Agreement, and all rights not
expressly granted herein are reserved to Cisco.
When Customer updates or upgrades a copy of Software to a new release, Customer shall not use
the new Software release and the corresponding copy of the previous Software release
concurrently (except for a limited period of parallel testing). Under no circumstances shall the
previous release be re-used or transferred to any other device(s), or otherwise hosted for potential
later reuse.
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12.0 Force Majeure. Force Majeure will be handled in accordance to Appendix A, Section 11C of DIR
Contract No. DIR-TSO-2542.
13.0 Applicable Law and Jurisdiction. The validity, interpretation, and performance of this Agreement
shall be controlled by and construed under the laws of the State of Texas, United States of America
without giving effect to the principles of conflicts of law, and the state courts of Travis County,
Texas shall have exclusive jurisdiction over any claim arising under this Agreement. The parties
specifically disclaim the application of the UN Convention on Contracts for the International Sale of
Goods. Nothing herein shall be construed to waive the sovereign immunity of the State of Texas.
14.0 Export Control. Cisco Products, technology and Services are subject to U.S. and local export
control laws and regulations. The parties shall comply with such laws and regulations governing
use, export, re-export, and transfer of Products and technology and will obtain all required U.S. and
local authorizations, permits or licenses. The export obligations under this clause shall survive the
expiration or termination of this Agreement.
15.0 Assignment. Assignments will be handled in accordance to Appendix A, Section 4D of DIR
Contract No. DIR-TSO-2542.
16.0 Subcontracting. Cisco reserves the right to subcontract Services to a third party organization to
provide Services to Customer. Any such subcontract shall not relieve Cisco of any of its obligations
under this Agreement.
17.0 Inventory Review. From time-to-time Cisco may perform an inventory review of Customer’s
installed base and review serial numbers and other records (upon reasonable advance notice) to
validate entitlement. Cisco requires that Customer take all necessary action (for example, disabling
passwords) to ensure that any former employees and contractors do not access or use the Service.
18.0 Notices. All notices will be handled in accordance with Appendix A, Section 12 of DIR Contract
No. DIR-TSO-2542.
19.0 Entire Agreement. DIR Contract No. DIR-TSO-2542 and this Agreement are the complete
agreement between the parties concerning the subject matter of this Agreement and replace any
prior oral or written communications between the parties, except as agreed between the parties.
There are no conditions, understandings, agreements, representations, or warranties expressed or
implied, that are not specified herein. DIR Contract No. DIR-TSO-2542 and this Agreement may
only be modified by a written document executed by the parties hereto.
20.0 No Waiver. The waiver by either party of any right provided under DIR Contract No. DIR-TSO­
2542 or this Agreement shall not constitute a subsequent or continuing waiver of such right or of
any other right under this Agreement.
21.0 Severability. In the event that one or more terms of DIR Contract No. DIR-TSO-2542 or this
Agreement becomes or is declared to be illegal or otherwise unenforceable by any court of
competent jurisdiction, each such term shall be null and void and shall be deemed deleted from this
Agreement. All remaining terms of this Agreement shall remain in full force and effect.
Notwithstanding the foregoing, if this paragraph is invoked and, as a result, the value of this
Agreement is materially impaired for either party, as determined by such party in its sole discretion,
then the affected party may terminate this Agreement by written notice with immediate effect to the
other.
22.0 No Agency. This Agreement does not create any agency, partnership, joint venture, or franchise
relationship. No employee of either party shall be or become, or shall be deemed to be or become,
an employee of the other party by virtue of the existence or implementation of this Agreement.
Each party hereto is an independent contractor. Neither party shall assume or create any
obligation of any nature whatsoever on behalf of the other party or bind the other party in any
respect whatsoever.
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23.0 Counterparts. This Agreement may be executed in two counterparts, each of which shall be
deemed an original and together which shall constitute one and the same instrument. A validly
executed counterpart that is delivered by one party to the other via electronic transmission (a
“Counterpart Image”) shall be valid and binding to the same extent as one delivered physically,
provided that the valid signature is clearly visible in the Counterpart Image. In the event that a party
delivers a Counterpart Image in place of an originally-executed counterpart, such party shall retain
the originally-executed counterpart in its files for at least the duration of the Term hereof.
24.0 Headings. Headings of sections have been added solely for convenience of reference and shall
not be deemed part of this Agreement.
25.0 Survival.
Sections 5.0 (Payment), 7.0 (Term and Termination), 0 (Confidentiality), 0
(Warranty),1010.0 (Limitation and Exclusion of Liability), 11.0 (Licenses), 12.0 Force Majeure), 13.0
(Applicable Law and Jurisdiction), 14.0 (Export Control), 17.0 (Inventory Review), 18.0 (Notices),
18.0 (Entire Agreement), 20.0 (No Waiver), 21.0 (Severability), 22.0 (No Agency), 25.0 (Survival),
the Glossary of Terms and the Services-Not-Covered exhibits shall survive the termination or
expiration of this Agreement.
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EXHIBIT A
GLOSSARY OF TERMS
Additional Services means installation of new Hardware, system additions, Hardware upgrades,
dispatch of a field engineer, or non-mandatory technical changes.
Advance Replacement means shipment of replacement Field-Replaceable Unit (FRU) before receiving
failed or defective FRU.
Advanced Services means the Services set forth in the AS Service Description(s) found at
http://www.cisco.com/go/servicedescriptions and/or SOW(s) selected by the Customer. Advanced
Services does not include Cisco’s core maintenance services, such as Smartnet or Software Application
Services, nor does it apply to the purchase, support or maintenance of any Products.
Advanced Services Technician means the Cisco technician appointed to be the main point of contact
for a Customer purchasing Advanced Services.
Affiliate means any corporation, firm, partnership or other entity that directly or indirectly controls, or is
controlled by, or is under common control with Cisco or Customer.
Application Software means non-resident or standalone Software Products listed on the Price List that
include but are not limited to Cisco Systems® Network management Software, security Software, IP
telephony Software, Internet appliance Software, Cisco® Intelligent Contact Management Software, IP
Contact Center Software, and Cisco Customer Interaction Suite Software.
AS Service Descriptions mean the description of the Advanced Services available from Cisco, which
are available at http://www.cisco.com/go/servicedescriptions and which are incorporated in this
Agreement by reference.
Authorized Channel means a system integrator, distributor or reseller authorized by Cisco to sell
Services.
Business Days means the generally accepted days of operation per week within the relevant region
where the Services shall be performed, excluding local holidays as observed by Cisco.
Cisco.com (http://www.cisco.com) is the Cisco Website for its suite of online services and information.
Confidential Information means proprietary and confidential Information received by Cisco or
Customer in connection with this Agreement and their relationship. Such Confidential Information may
include, but is not limited to, trade secrets, know how, inventions, techniques, processes, programs,
schematics, software source documents, data, customer lists, or financial information, information which
the receiving party knows or has reason to know is confidential, proprietary or trade secret information of
the disclosing party, as well as, in the case of Cisco, any information posted on Cisco.com.
Customer means the entity purchasing Services for its own internal use.
Data Collection Tools means Hardware and/or Software tools that support Cisco's ability to provide
troubleshooting on cases, data analysis, and report generation capabilities as part of the Advanced
Services.
Depot Time or Local Time means Central Standard Time.
Deliverable(s) means, with respect to each AS Service Description and/or SOW, the items to be
delivered by Cisco to Customer as set forth in an applicable AS Service Description and/or SOW,
including, without limitation, any Software, Reports, Data Collection Tools, and/or Scripts.
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Device Type means a Cisco supported Hardware Product (for example, Cisco Catalyst® 6509 Switch,
GSR 12000 and Cisco 7200 Series Router).
Direct Purchases means purchases of Services by Customer directly from Cisco.
Documentation means user manuals, training materials, Product descriptions and specifications,
technical manuals, license agreements, supporting materials and other information relating to Products
or Services offered by Cisco, whether distributed in print, electronic, CD-ROM or video format.
Equipment List means the list of Hardware and/or Software for which Cisco provides services.
Event means notification by Customer of its performance of a planned Network Hardware, Software, or
configuration change.
Feature Set Upgrade means a separately licensed and priced Software release that contains an
enhanced configuration or feature set.
Field-Replaceable Unit (FRU) means any component or subassembly of an item or unit of Hardware
that reasonably can be replaced at Customer's location. FRUs also may be subject to size and weight
limitations.
Four-hour Response means:
(i)
For Advance Replacement Service, the four-hour time period commences upon the Cisco problem
diagnosis and determination that a FRU is required and ends when the FRU is delivered onsite.
(ii)
For onsite service, the four-hour time period commences upon the Cisco problem diagnosis and
determination that remedial onsite service is required and ends when Cisco personnel arrive
onsite.
Hardware means tangible Cisco equipment, devices, or components made available to Customers.
Indirect Purchases means purchases of Services by Customer through an Authorized Channel.
Level 1 means support that is defined as having the necessary technical staff (Cisco or Cisco-authorized
Reseller) with appropriate skills, perform installations, Remedial Hardware Maintenance, and basic
Hardware and Software configuration on Cisco Products.
Level 2 means support that is defined as having the necessary technical staff with the appropriate skills
to perform isolation, replication and diagnosis of internet-based problems on Cisco Product(s).
Customer shall not report Software bugs to Cisco prior to attempting to identify the source of such bugs
and testing in Customer's Network where appropriate. If the Customer cannot duplicate the bug in
Customer's Network, Customer and Cisco shall cooperate in attempting to replicate and resolve related
Software bugs in either Customer's or Cisco's test facility as mutually agreed. In all cases Customer will
address Software bugs on a best effort basis to replicate same in Customer's Network and document
activity to Cisco before seeking further resolution with Cisco's participation.
Local Time means local time on Business Days.
Maintenance Release means an incremental Software release that provides maintenance fixes and
may provide additional Software functions. Cisco designates Maintenance Releases as a change in the
digits to the right of the tenths digit or of the hundredths digit of the Software version number [x.x.(x) or
x.x.x.(x)].
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Major Release means a release of Software that provides additional software functions. Cisco
designates Major Releases as a change in the ones digit of the Software version number [(x).x.x].
Minor Release means an incremental release of Software that provides maintenance fixes and
additional Software functions. Cisco designates Minor releases as a change in the tenths digit of the
Software version number [x.(x).x].
Network means a set of interconnected and interworking Cisco supported Hardware and Software that
is implemented, operated, and supported by Customer from a single network operations center (NOC).
Network Infrastructure means your core transport and aggregation Network technology (for example,
metro optical, ATM/Frame Relay, IP core and Cisco security devices including, but not limited to,
Firewall, IDS and VPN3000).
Network Infrastructure Size means the total value of Products in Customer's Network based on the
global list price of the Products that Customer has purchased.
Price List means the price list for services as indicated in Appendix C, Pricing Index of DIR Contract No.
DIR-TSO-2542.
Product means Cisco Hardware and Software products that are made generally available.
Purchase Order or P.O. means a written or electronic order from Customer to Cisco for the Services to
be provided by Cisco under this Agreement.
Remedial Hardware Maintenance means diagnosis and onsite replacement of Hardware components
with FRUs.
Reports means reports, recommendations, network configuration diagrams, and related non-Software
Deliverables provided by Cisco to Customer pursuant to this Agreement.
RMA means Return Material Authorization.
Scripts means software scripts, macros and batch files provided by Cisco to Customer pursuant to this
Agreement.
Services means one or more of the services options selected by the Customer in its Purchase Order
and described at:
http://www.cisco.com/go/servicedescriptions.
Services Descriptions mean the detailed descriptions of the Services purchased by Customer which
are incorporated in the MSA by reference.
Software means the software programs provided to Customer by Cisco, including any copies, Updates,
upgrades, modifications, enhancements, and any derivative works thereof.
Standard Business Hours means (i) 8:00 AM to 5:00 PM, Depot time, on Business Days for
replacement of failed Products and (ii) 8:00 AM to 5:00 PM, Local Time at location of the respective
Cisco TAC, on Business Days for case handling of TAC calls.
Statement of Work or SOW means the documents agreed upon by the parties that define the Services
and Deliverables, if any, to be provided by Cisco to Customer.
TAC means the Cisco Technical Assistance Center.
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Technical Support Services means Services that provide both essential proactive and reactive
operation and maintenance support Services identified as Technical Support Services at
http://www.cisco.com/go/servicedescriptions.
Technology Application means specific technologies including, but not limited to, content networking,
broadband, and IP telephony that do not operate at the Network Infrastructure level.
Third Party Products means third party hardware and/or software, and all upgrades/updates thereto,
that are designated by Cisco as required for:
(i)
The operation of Application Software in conformance with Cisco applicable Application Software
Documentation; and
(ii)
Cisco support of the Application Software.
Transactional Advanced Services means the project related or consultancy Services sold under a
Statement of Work.
Two-hour Response means:
(i)
For Advance Replacement, the two-hour time period commencing with Cisco’s problem diagnosis
and determination that a FRU is required and ending when the FRU is delivered onsite.
(ii)
For onsite service, the two-hour time period commencing with our problem diagnosis and
determination that remedial onsite service is required and ending when Cisco personnel arrive onsite.
Update means Cisco Software Maintenance Releases, Minor Releases and Major Releases containing
the same configuration or feature set as originally acquired, unless the Customer has upgraded the
applicable Hardware or Software to a configuration or feature set other than what was originally
acquired, and the applicable license fee for that upgrade has been paid. Updates do not include Feature
Set Upgrades.
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EXHIBIT B
CISCO SEVERITY AND ESCALATION GUIDELINES
Customer shall assign a severity to all problems submitted to Cisco.
Severity 1 means an existing Network is down or there is a critical impact to Customer’s business
operation. Customer and Cisco both will commit full-time resources to resolve the situation.
Severity 2 means operation of an existing Network is severely degraded or significant aspects of
Customer’s business operation are negatively impacted by unacceptable Network performance.
Customer and Cisco both will commit full-time resources during Standard Business Hours to resolve the
situation.
Severity 3 means operational performance of the Network is impaired, although most business
operations remain functional. Customer and Cisco both are willing to commit resources during Standard
Business Hours to restore service to satisfactory levels.
Severity 4 means information is required on Application Software capabilities, installation, or
configuration. There is little or no impact to Customer’s business operation. Customer and Cisco both
are willing to provide resources during Standard Business Hours to provide information or assistance as
requested.
If you do not believe that adequate progress is being made or that the quality of Cisco service is
satisfactory, we encourage you to escalate the problem to the appropriate level of management by
asking for the TAC duty manager.
Cisco Escalation Guideline
Elapsed Time*
Severity 1
Severity 2
1 hour
Customer
Technical
Manager
4 hours
Technical
Support Director
Customer
Technical
Manager
24 hours
Vice
President,
Customer
Advocacy
Technical
Support Director
48 hours
President/CEO
Vice
President,
Customer
Advocacy
72 hours
96 hours
Severity 3
Severity 4
Customer
Technical
Manager
President/CEO
Technical
Support Director
Customer
Technical
Manager
* Severity 1 escalation times are measured in calendar hours—24 hours per day, 7 days per week.
Severity 2, 3, and 4 escalation times correspond with Standard Business Hours.
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EXHIBIT C
SERVICES NOT COVERED
Services that are not expressly set forth in the applicable Service Description or Statement of Work
document are not covered under such Service Description or Statement of Work, including, without
limitation, the following:
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
Services are only provided for generally available Products and Software releases/versions,
unless agreed otherwise.
Any labor to install, Software and Hardware (including installation of Updates).
Furnishing of supplies, accessories or the replacement of expendable parts (e.g., cables, blower
assemblies, power cords, and rack mounting kits).
Electrical or site work external to the Products.
Any expenses incurred to visit End User’s location (to be reimbursed in accordance to the Texas
Travel Management Plan) except as required during escalation of problems by Cisco.
Service for Hardware that is installed outdoors or that is installed indoors but requires special
equipment to perform such Service.
Hardware replacement in quantities greater than three (3) FRUs, including those replacements
due to pervasive issues documented in a technical change notice or field alert unless End User
has troubleshot failed Hardware down to the FRU level.
Services performed at domestic residences.
Support or replacement of Product that is altered, modified, mishandled, destroyed or damaged
by one or more of the following: (a) natural causes; (b) environmental failures; (c) your failure to
take any required actions; (d) a negligent or wilful act or omission by you or use by you other
than as specified in the applicable Cisco-supplied documentation; or (e) an act or omission of a
third party.
Services or software to resolve Software or Hardware problems resulting from third party product
or causes beyond Cisco’s control or failure to perform your responsibilities set out in this
document.
Services for non-Cisco Software installed on any Cisco Product.
Any Hardware or third party product upgrade required to run new or updated Software.
Erasure or other removal of any customer or third party data on Products (or parts thereof)
returned, repaired or otherwise handled by Cisco.
Additional Services are provided at the then-current time and materials rates as indicated in
Appendix C, Pricing Index of DIR-TSO-2542.
Except as otherwise agreed, Software entitlement, including media, documentation, binary code,
source code or access in electronic or other form is not provided. In addition, except as
otherwise provided, no right, use or license to our Software is granted and you acknowledge and
agree that you obtain no such rights.
Application Software is not supported as part of the SMARTnet support services provided by
Cisco and is only supported under the Software Application Services (SAS/U) service
description.
Capitalized terms are defined in the Glossary of Terms, or may be as set forth in the applicable Service
Description or Statement of Work.
CISCO
SALES_MSA.doc
May 2013
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