Premier Enterprise Services

Gold Support Terms and Conditions

BY ACCEPTING THE SERVICES AND SUPPORT DESCRIBED ON YOUR INVOICE, YOU AGREE TO BE BOUND BY AND ACCEPT THE TERMS AND CONDITIONS HEREIN. PLEASE READ THIS AGREEMENT IN ITS ENTIRETY. THESE TERMS AND CONDITIONS (THE “AGREEMENT”) WILL SUPPLEMENT THE TERMS AND CONDITIONS OF ANY APPLICABLE AGREEMENT BETWEEN YOU AND DELL (INCLUDING WITHOUT LIMITATION, DELL’S STANDARD TERMS AND CONDITIONS OF SALE). THIS AGREEMENT IS BETWEEN YOU AND THE DELL ENTITY (“DELL” OR “OUR”) AS SPECIFIED IN THE AFOREMENTIONED AGREEMENT OR DELL’S INVOICE. ALL CAPITALIZED TERMS NOT DEFINED HEREIN SHALL HAVE THE MEANING SPECIFIED IN THE AFOREMENTIONED AGREEMENT OR DELL’S STANDARD TERMS AND CONDITIONS OF SALE.

1SERVICES THAT DELL WILL SUPPLY

For your one-time payment to us of the price shown on your invoice (the “Total Price”) plus any applicable VAT or other taxes, Dell will provide you with Gold Support - Premier Enterprise Support Service pursuant to the following terms and conditions:

1.1.Scope

Dell agrees to deliver to you the services described herein and on the applicable Premier Enterprise Support – Gold Statement of Work (“Gold Support Services”). The Statement of Work is hereby incorporated into this Agreement by reference. Dell reserves the right to change or modify any of the terms and conditions from time to time in its sole discretion, and to determine whether and when any such changes apply to both existing or future customers. Gold Support Services are available only for select Dell PowerEdge™, PowerVault™ and Dell | EMC Storage systems that are sold as new, in a standard configuration at the time of purchase. Our invoice to you will indicate whether you purchased Gold Support Services and will serve as your receipt (“Invoice”). To see the Statement of Work that describes the Gold Support Services, and your responsibilities, go to the web page following URL . In addition, the Product will be tagged with a serial number that will indicate your purchase of Gold Support Services (the “Service Tag”). A third party service provider, under subcontract with Dell, may provide some or all of the Gold Support Services.

1.2.Your Site

Gold Support Services will be delivered to the site(s) and for the systems indicated on the Invoice (“Gold Supported System”). You agree to give Dell at least thirty (30) days written notice prior to relocating Gold Supported Systems. Dell’s obligation to supply Gold Support Services to relocated Gold Supported Systems is subject to local availability and may be subject to additional fees, and to inspection and re-certification of the relocated Gold Supported Systems at Dell’s then current time and materials consulting rates. Gold Support Services are available in Dell Direct Countries Only (Austria, Belgium, Czech Republic, Denmark, Finland, France, Germany, Ireland, Italy, Luxembourg, Netherlands, Norway, Poland, Portugal, South Africa, Spain, Sweden, Switzerland, UK and other such countries as Dell may advise you from time to time).

1.3.Gold Support Services – Hardware

Gold Support Services can be initiated by telephone and e-mail in accordance with the procedures described in the Statement of Work and herein. Upon determination by Dell of a hardware problem relating to your Gold Supported System, Dell will need to have the full address of its location in order to dispatch an engineer. In most cases, Dell will dispatch an engineer within four (4) hours. This service is only available within a specified radius of stocking locations and, depending on your location, you may not be eligible for this offering. If you have purchased an optional upgrade to two (2) hour response/six (6) hour repair, then Dell will endeavor to dispatch a service technician to your location within two (2) hours of determining the hardware problem and complete repair of your Gold Supported System within six (6) hours after dispatch. Again, this service is available within a limited radius of certain stocking locations and if you are not located within such radius you will not be eligible for this offering.

1.4.Gold Support Services – Software

Gold Support Services covers support of the operating systems and applications listed in the Statement of Work (“Covered Software”). Dell will help you to resolve your problems by providing electronic and telephone assistance to your designated representatives. Dell does not provide on-site service or support for the Covered Software unless you have purchased the optional on-site troubleshooting service.

Standard Gold Support Services includes a three-resolution software package, which is valid for the term of this Agreement. You may, subject to Dell's acceptance, purchase additional resolution packages at Dell's then-current rates, terms and conditions by submitting a purchase order to Dell. The number of additional resolutions purchased will be specified on your invoice. Any unused resolutions will automatically expire on the termination of this Agreement.

Generally, one resolution will be deducted from each software package for each incident of support requested. However, for some matters where rectification of an issue requires longer-term support, Dell reserves the right to deduct one resolution from the software package for each hour, or part, expended in resolving the support issue. Alternatively, Dell may offer you the option of supporting rectification of the issue on a time and materials basis.

Gold Support Services for Dell I EMC branded products will include unlimited resolution support for term of this Agreement.

Dell will use commercially reasonable efforts to provide the following services to you:

  • Proposed corrections for Covered Software error messages.
  • Problem determination may include any of the following actions:

-Information gathering

-Analysis

-Research including reproducing systems

-Acquiring additional information

  • Problem Resolution may include any of the following actions:

-Providing a resolution or steps towards a resolution

-Workaround

-Configuration changes

-Escalate a bug report

  • Additional administrative services, such as assistance with migration to Microsoft Windows 2000, installation of the Covered Software, or assistance with other utility software or application.

Dell’s obligations under this Agreement are limited to making available personnel who are familiar with the Covered Software and Gold Supported System, and providing the results of Dell’s reasonable efforts in response to your questions. Dell does not warrant that any particular question will be resolved, or that the Covered Software will produce any particular result. Dell may conclude that a question is sufficiently complex, or that your system is of a nature that precludes effective analysis of the question through telephone discussions. You understand and accept that Dell may be unable to resolve questions of this sort, and you understand and accept that you will have to make independent arrangements for the resolution of such a question.

1.5.Third Party Products Not Covered

Gold Support Services do not include warranty or repair service or any other services for third party products. Dell’s seamless support services means that Dell will act as a facilitator between you and the other vendor to obtain whatever third party service or support you may be entitled to receive under your agreements with those other vendors. It is your responsibility to buy and pay for warranty or service contracts for those third party systems. Dell is not responsible for the performance of other vendors’ products and services. You hereby indemnify and hold Dell harmless for any claims related to those third party products.

1.6.Supported Releases

Gold Support Services require you to maintain Covered Software and Gold Supported Systems at Dell-specified minimum release levels or configurations specified on your Invoice. You must also install remedial replacement parts, patches, software updates or subsequent releases as directed by Dell in order to keep your Gold Supported Systems eligible for Gold Support Services.

1.7.Limitations on Gold Support Services

This Agreement extends only to uses for which the Gold Supported System was designed. Gold Support Services do not include a) accessories, supply items and certain parts, such as batteries, frames; b) third party software and peripherals (whether or not sold Dell); c) Custom Factory Integration products. With regard to any services that are not within the coverage of this Agreement, it will be within Dell’s discretion whether to perform the services, and, if Dell elects to perform the services, the services will be subject to an additional charge to be paid by you.

Hardware:The services Dell agrees to provide under this Agreement are repair services that are necessary because of an existing defect or a defect occurs in materials or workmanship in the Gold Supported System or in any component covered by this Agreement. The following are not included:

  • Service of equipment damaged by modification, unsuitable physical or operating environment, improper maintenance by you, the removal or alteration of equipment or parts identification labels;
  • Failure caused by a product for which Dell is not responsible;
  • Preventive maintenance;
  • Installation, de-installation, or relocation services;
  • Damage resulting from repair by anyone other than Dell or its representatives;
  • Repair of any Gold Supported System or component which has been damaged as a result of accident, misuse, or abuse (such as, but not limited to, use of incorrect line voltages, use of incorrect fuses, use of incompatible devices or accessories);
  • Repairs resulting from an act of God such as, but not limited to, lightning, flooding, tornado, earthquakes, and hurricanes.

Software:Service includes support only for Covered Software. The service is limited to the term of this Agreement or number of resolutions you purchased, whichever comes first. The service does not cover cases in which the compatibility of the system to the software is in question, or when the configuration is invalid. The following are not covered by Gold Support Services:

  • Any on-site services for Covered Software;
  • Remote or on-site assistance in training your personnel in the installation, administration or normal use of the Covered Software;
  • Answering questions that are readily answered by consulting documentation that accompanies the Covered Software;
  • Software upgrades or new software releases of the Covered Software. (You must acquire upgrades and new releases from the Covered Software publisher. Dell’s decision as to whether a certain change in the Covered Software is an update, a correction, and upgrade or a new release is final.);
  • Remote administration of your Gold Supported System;
  • Scripting, programming, database design, or web development.

1.8.Customer Owned Onsite Spares

If you have ordered the optional Customer On-Site Spares Kit, you agree to provide a safe and secure location for all parts, spares, equipment or materials which Dell places at your site. The purchase price for spare parts, including any parts on any Recommended Spares List that Dell may supply to you, is not included in the price for the Gold Support Services. You are responsible for buying any necessary spare parts and for warehousing, planning, ordering and inventory for any necessary spare parts.

1.9.Whole Unit Replacement

If the telephone technician determines that the defective unit is one that is easily disconnected and reconnected, such as a keyboard or monitor, or if the technician determines that the Gold Supported System is one that should be replaced as a whole unit, Dell reserves the right to send you a whole replacement unit. If a service technician delivers the replacement unit to you in person, you must relinquish the defective unit to the service technician. If you do not relinquish the defective unit to the service technician as required above, or if (in the event the replacement unit was not delivered in person by a service technician) the defective unit is not returned within ten (10) days, you agree to pay Dell for the replacement unit upon receipt of invoice. Failure to honor the invoice within ten (10) days after receipt will cause the cancellation of this Agreement and may result in other legal steps.

1.10.Parts Ownership

All service parts removed from your Gold Supported System become the property of Dell. You will be obligated to pay at the current retail price(s) for any service parts removed from your Gold Supported System and retained by you. Dell uses new and reconditioned parts made by various manufacturers in performing warranty repairs.

1.11.Parts Stocked

Based on our experience, Dell has stocked parts in various locations throughout Europe and other regions of the world. Selected parts may not be stocked in the location closest to your site. If a part that is needed to repair your Gold Supported System has to come from another location, it will be shipped using overnight delivery.

2.PAYMENT

2.1.Fees:

You agree to pay Dell the Total Price for the Gold Support Services described on your Invoice plus any applicable VAT or other taxes, within 30 days of the date of Invoice. For Invoices not paid within such 30-day period, you agree to pay an additional fee of 2% above the minimum lending rate on the late amount and the costs of recovery shall be payable by you.

2.2.Payment Provisions - Expense Reimbursement

Unless otherwise specified in the applicable Statement of Work, you agree to reimburse Dell for all actual, reasonable, documented out of pocket expenses that Dell incurs in connection with rendering any on-site service or on-site training. If you travel to receive training or other services from Dell, your travel expenses are your responsibility.

  1. DISCLAIMER OF ALL WARRANTIES

DELL MAKES NO EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE GOLD SUPPORT OR OTHER SERVICES, INCLUDING BUT NOT LIMITED TO ANY WARRANTY WITH RESPECT TO THE PERFORMANCE OF ANY HARDWARE OR SOFTWARE USED IN CONDUCTING SERVICES, OR ANY EXPRESS OR IMPLIED WARRANTIES CONCERNING THE RESULTS TO BE OBTAINED FROM THE SERVICES OR THE RESULTS OF ANY RECOMMENDATION DELL MAY MAKE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES CONCERNING THE PERFORMANCE, MERCHANTABILITY, SATISFACTORY QUALITY, SUITABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE OF ANY OF THE DELIVERABLES OR OF ANY SYSTEM THAT MAY RESULT FROM THE IMPLEMENTATION OF ANY RECOMMENDATION DELL MAY PROVIDE. NOTHING IN THIS AGREEMENT OR ANY OTHER WRITTEN DOCUMENTATION OR ANY ORAL COMMUNICATIONS WITH CUSTOMER MAY ALTER THE TERMS AND CONDITIONS OF THIS PARAGRAPH.

  1. YOUR RESPONSIBILITIES
  2. Requesting Support

Where applicable, before you ask Dell to provide Gold Support Services you agree: a) to follow the problem determination, problem analysis, and service request procedures that Dell provides; and b) to secure all programs and data contained in the Gold Supported Systems.

4.2.Software/Data Backup

It is your responsibility to back up the software and data on your Gold Supported System’s hard disk drive and on any other storage device(s) in the system. DELL WILL NOT BE RESPONSIBLE FOR LOSS OF OR DAMAGE TO DATA OR LOSS OF USE OF ANY OF YOUR COMPUTER OR NETWORK SYSTEMS.

4.3.Prepare for the Call

You will help the technician serve you better if you have the following information and materials ready when you call: your Invoice and serial numbers; Service Tag number; model and model numbers; the current version of the operating system you are using; and the brand names and models of any peripheral devices (such as a modem) you are using.

4.4.Instructions

In order to receive Gold Support Services, you must fulfill all the customer responsibilities described here and in the applicable Statement of Work. Please be sure you have read and understand all of your obligations. If you do not fulfill each of your responsibilities, then Dell will not be obligated to deliver the Gold Support Service, or there may be an additional charge for those services. Let the technician know what error message you are getting and when it occurs; what you were doing when the error occurred; and what steps you may have already taken to solve the problem. Experience shows that most Gold Supported System problems and errors can be corrected over the phone as a result of close cooperation between the user and the technician. Listen carefully to the technician and follow the technician’s suggestions.

4.5.Covered Software

For Gold Support Services for Covered Software you must confirm that the following conditions are true: a) the situation giving rise to the question is reproducible on a single system, i.e., one central processing unit with its workstations and other peripherals; b) the Covered Software is at the current release level supported by Dell; c) your designated representatives will submit all questions to Dell and have technical knowledge regarding the Covered Software, the hardware system, any other software involved, and in the facts and circumstances surrounding the incident; d) the full system, including software and hardware, is available to your representative and accessible by him or her without limit during any telephone discussions with Dell support personnel; e) your representative will follow the instructions and suggestions of Dell’s support personnel, using the full system. Failure to comply with the foregoing responsibilities for any incident will result in the deduction of one resolution even if the issue is not resolved.