Global Services

Managed Services Schedule

Managed Services; Add-On Managed Services

• The Managed Services shall be specific to Customer’s existing Software solution(s);
• Managed Services will support the number of products and environments noted on the Order Form. Hyland’s involvement may range from owning specific tasks to consultation only;
• All services will be performed remotely;
  • If Customer and Hyland mutually agree to onsite visits by Hyland resources, Customer agrees that travel expenses will be billed separately from Managed Services fees.
• Services will be provided in English only;
• Services will be provided during Standard Business Hours defined as 8:00 a.m. to 6:00 p.m. Customer’s local time zone Monday through Friday, in Customer’s designated primary location; and
• Resources assigned to perform the Services may be employees or agents (including third party contractors) of Hyland Software, Inc. or its’ subsidiaries located in other countries. Such resources may have access to Customer’s data and Customer consents to such access and, to the extent applicable, waives any restrictions in the Underlying Agreement (as defined in the Order Form, if applicable) prohibiting the use of such resources or access to Customer’s data as needed to perform the Services.

1. Hyland will coordinate normally scheduled vacation and holiday absences with Customer in advance of those absences. Hyland will notify Customer when a given resource is unavailable due to sickness;
2. Customer is aware that Managed Services are intended to assist with specific requests for assistance and shall not be used to support in-depth or ongoing project activities, unless planned for in advance and mutually agreed in writing. Requests for Professional Services that do not constitute Managed Services shall be provided under a separate mutually agreed upon and executed services proposal or a change order executed by the parties pursuant to the Project Change Control Process described below; and
3. Customer understands Managed Services are intended to supplement Customer’s needs beyond standard technical support.

1. Consultation, expertise and/or support of third-party software or hardware;
2. Services to support Customer end users (including, but not limited to, manual password resets, taking support calls from users, end user training), unless otherwise agreed to by Hyland in writing.
3. Replacement for general Technical Support or Cloud Product Engineering Support;
4. Custom scripted elements and custom development, unless Customer has purchased Custom Script Requests as an Add-On Managed Services;
5. Direct database modifications; and
6. Full project management and delivery utilizing Hyland’s formal project methodology in any form.

1. Customers shall communicate service requests and/or change requests to the service desk by opening an “issue” via the Hyland community Customer project portal;
2. Unless explicitly identified, all service requests and change requests must be reported directly to the service desk and cannot be communicated through any indirect means. (see appendices);
3. Customer personnel who contact the service desk must be authorized by the service delivery manager and qualified to interact on a technical basis at a level required to support the existing Hyland solution. The service desk will not respond to requests from non-authorized personnel.
4. Hyland will determine whether the request submitted constitutes a service request or a change request.
   1. If the request is determined to be a change request, then:
      1. If Customer has subscribed for the operate service level, Hyland will provide general consulting in relation to business requirements or use cases, including suggested module usage to satisfy a business requirement or use case, training in module configuration to qualified individuals (such as a designated system administrator) and suggested software configuration to satisfy a business requirement or use case; however, Hyland will not perform configuration tasks, testing or migration to production. General consultation relating to change requests will be limited to fifty (50) instances per twelve-month period.
      2. If Customer has subscribed for the enhance or expand service level, Hyland will provide the services described below under “enhance/expand change requests.”
5. Resolution for service requests and change requests are as follows:
   1. Service request resolution activity will be performed by Hyland and Customer at a mutually agreed upon time upon review and response of the service request;
   2. Any change request for off-hours maintenance windows, extended involvement such as blocks of time of eight (8) hours or more, or other activities requested to be performed by Hyland, are subject to Hyland review and must be requested and scheduled at least five (5) business days in advance.
6. Customer must respond to the Hyland service desk in a timely manner for the purposes of resolving an open issue. If Customer fails to respond after two (2) attempts by Hyland to contact and coordinate with Customer, within a seventy-two (72) hour period, Hyland will close the case.

1. Hyland will evaluate all change requests to determine the work effort associated with the request. Based upon the anticipated work involved, Customer may elect to have Hyland perform services to affect the change, or consultation services only. Customer’s ability to receive consultation services related to a change request shall not be restricted; however, Customer will be limited to fifty (50) elective service engagements in response to change requests per twelve (12) month period, to be managed in the following manner:
   1. Customer will receive an “account balance” of fifty (50) elective service engagements. All change requests for which active services are requested will be charged a minimum of one (1) active service engagement;
      1. Elective service engagements will be deducted from Customer’s balance when the response is provided by Hyland;
      2. Hyland reserves the right to charge multiple elective service engagements from the account balance for requests which encompass multiple component changes (and will advise Customer of the number of elective service engagements to be charged, if applicable);
      3. Provided Customer’s elective service engagement balance is sufficient (or Customer purchases additional change requests, if required), and subject to (iv) below, Hyland will perform the work required to address the change request. If Customer’s elective service engagement balance is insufficient, Hyland will perform only consultation services relating to the change request (subject to Customer’s election to purchase additional change requests);
      4. Notwithstanding the foregoing, Hyland reserves the right to require a separate professional services engagement for requested changes which are determined to require work which is not typically addressed by the managed services delivery team (such as software conversions or implementations);
   2. Unused elective service engagements will not be rolled over into any subsequent period or renewal term;
   3. In a single month, Customer may request active services relating to change requests that total no more than twenty-five (25) percent of the total annual elective service engagement allotment;
   4. Elective service engagements are scheduled services subject to mutually agreed upon timelines;
   5. Hyland will prioritize all elective service engagements received from the Customer and will determine the order of changes to be scheduled and completed;
   6. Hyland will provide a monthly report of elective service engagement information that will include the following information:
      1. Opening balance
      2. Credits
      3. Debits
      4. Remaining balance
2. Hyland will make reasonable efforts to respond to emergency change requests as priority requests, utilizing available resources on an as-needed basis, which may be different from normally designated resources;
3. Customer is responsible to provide sufficient business requirements and/or use cases in order for Hyland to perform change requests. Hyland reserves the right to close change requests if insufficient details are provided by the Customer or Customer is non-responsive to requests from Hyland for additional information or participation; and
4. Hyland will train qualified, designated representatives from the Customer on newly deployed functionality. However, it is the responsibility for the Customer to train all end-users.

1. Customer will assign a sponsor/manager, who is the final escalation point for all issues and decisions:
   1. The sponsor/manager will ensure that the appropriate Customer personnel are assigned and made available, when necessary;
   2. The sponsor/manager will manage all Customer obligations as defined within this Services Proposal; and
   3. The sponsor/manager will coordinate all key departmental decision makers, technical experts, subject matter experts, end user representatives and third-party software application resources.
2. Customer resource(s) requesting assistance must have a working knowledge of Software as well as the overall solution and environment; typically, the resource requesting assistance will be the designated Software administrator/owner;
3. Customer will engage the appropriate business process owners and subject matter experts, who are thoroughly knowledgeable about the current business practices in their respective areas and who are capable of performing their assigned project roles;
4. Customer will provide vendor resources, interface specialists, technical experts, and/or subject matter experts deemed necessary for third party system(s) with which Software will integrate or from which content will be migrated;
5. Customer will notify Hyland of Customer personnel changes to the extent personnel changes impact the performance of Hyland’s obligations under this Services Proposal; and
6. Customer personnel contacting the Service Desk must be authorized to do so by the Service Delivery Manager and qualified to interact on a technical basis at a level required to support the Software solution.

1. Customer with an on-premise environment will provide a software solution for access and privileges to Hyland resources enabling full administration of the software and solution, including installation of software, configuration modifications, and modification of server and OS settings;
2. Customer is responsible for taking the appropriate actions to enable connectivity and access to the Customer’s environment, whether on-premises or hosted, for Hyland in a timely manner in advance of the start of the Initial Term.
   1. For on-premises Customers, this includes.
      1. Local and remote VPN access must be provided to applicable Hyland resources through the use of dedicated user account(s) with appropriate privileges to the Software and/or relevant third-party applications; and
      2. Access must be provided prior to Hyland’s arrival at Customer facilities and/or project discovery sessions.
3. Customer is responsible for providing proper credentials for Hyland to access the Software solution;
4. Customer will ensure the necessary remote access for Hyland resources;
5. Customer will manage third party application setup (i.e. installation, configuration), testing, training, and go- live support related to integration(s) with Software;
6. Customer will package and deploy all Software clients, unless otherwise mutually agreed to; and
7. Customer will deploy all supporting Software client hardware (e.g. scanner, signature device) and related third party software (e.g. drivers, licenses) required for the Software solution.

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