Verdant TCS

Agreement Overview

This Agreement represents a Managed Service Agreement (“MSA” or “Agreement”) between Verdant TCS, LLC. and Your Company Name Here for the provisioning of IT services required to support and sustain a managed service provider contract with/without virtual CTO/CIO services.

This Agreement remains valid until superseded by a revised agreement mutually endorsed by the stakeholders.

This Agreement outlines the parameters of all IT services covered as they are mutually understood by the primary stakeholders. This Agreement does not supersede current processes and procedures unless explicitly stated herein.

1. Goals & Objectives

The purpose of this Agreement is to ensure that the proper elements and commitments are in place to provide consistent IT service support and delivery to the Customer(s) by the Service Provider(s).

The goal of this Agreement is to obtain mutual agreement for IT service provision between the Service Provider(s) and Customer(s).

The objectives of this Agreement are to:

• Provide clear reference to service ownership, accountability, roles and/or responsibilities.
• Present a clear, concise and measurable description of service provision to the customer.
• Match perceptions of expected service provision with actual service support & delivery.

2. Stakeholders

The following Service Provider(s) and Customer(s) will be used as the basis of the Agreement and represent the primary stakeholders associated with this SLA:

IT Service Provider(s): Verdant TCS, LLC. (“Provider”)
IT Customer(s): Client/Customer (“Customer”)

3. Periodic Review

This Agreement is valid from the Effective Date outlined herein and is valid until further notice. This Agreement should be reviewed at a minimum once per fiscal year; however, in lieu of a review during any period specified, the current Agreement will remain in effect.

The Business Relationship Manager (“Document Owner”) is responsible for facilitating regular reviews of this document. Contents of this document may be amended as required, provided mutual agreement is obtained from the primary stakeholders and communicated to all affected parties. The Document Owner will incorporate all subsequent revisions and obtain mutual agreements / approvals as required.

Business Relationship Manager: Quote Signer
Review Period: Annual (12 months)
Contract Terms: 1 or 3 years. 3 Year terms agree to discounts up front. If contracts are terminated early all fees are due to cover such discounts given up front. Any other unpaid invoices should be taken care of before any run-books and credentials are shared with new provider.  An offboarding project and SOW will need to be signed off and paid for before any offboarding tasks can start. 

4. Service Agreement

The following detailed service parameters are the responsibility of the Service Provider in the ongoing support of this Agreement (12 or 36 Month Agreement – See Proposify Agreement that is signed).

4.1. Service Scope

The following Services are covered by this Agreement;
Note: DLA can increase or decrease service plan without affecting the start date of the term with a 30-day notice.

Pick Plan:

Plan Costs:
See Individual Signed Quote.

Breakdown of CTO duties and management Contains:
• Monitored email support
• Remote assistance using Remote Desktop and a Virtual Private Network where availableProject Management
• Project Implementation Support
• Project Integration Support
• Vendor Management
• IT System Management & Reporting
• IT Budget Management
• IT Governance & Policy Creation
 Management and Execution of technical operational plan
• Monthly Performance health check
• Planned or Emergency Onsite assistance ($225/hour)

4.2. Customer Requirements

Customer responsibilities and/or requirements in support of this Agreement include:

• Payment for all support costs at the agreed interval (Monthly Payment).
• Reasonable availability of customer representative(s) when resolving a service-related incident or request.

4.3. Service Provider Requirements

Service Provider responsibilities and/or requirements in support of this Agreement include:

• Meeting response times associated with service-related incidents.
• Appropriate notification to Customer for all scheduled maintenance.

4.4. Service Assumptions

Assumptions related to in-scope services and/or components include:

• Changes to services will be communicated and documented to all stakeholders.

5. Service Management

Effective support of in-scope services is a result of maintaining consistent service levels. The following sections provide relevant details on service availability, monitoring of in-scope services and related components.

5.1. Service Availability

Coverage parameters specific to the service(s) covered in this Agreement are as follows:

• Telephone support (If Chosen): 9:00 A.M. to 5:00 P.M. Monday – Friday
• Calls received out of office hours will be forwarded to a mobile phone and best efforts will be made to answer / action the call, however there will be a backup answer phone service

• Email support: Monitored 9:00 A.M. to 5:00 P.M. Monday – Friday
• Emails received outside of office hours will be collected, however no action can be guaranteed until the next working day

• Onsite assistance guaranteed within 6 hours during the business week

5.2. Service Requests

In support of services outlined in this Agreement, the Service Provider will respond to service-related incidents and/or requests submitted by the Customer within the following time frames:

• 0-4 hours (during business hours) for issues classified as High priority.
• Within 24 hours for issues classified as Medium priority.
• Within 2 working days for issues classified as Low priority.

Remote assistance will be provided in-line with the above timescales dependent on the priority of the support request.

6. Termination

6.1 Termination by VERDANT TCS, LLC.. VERDANT TCS, LLC. may terminate this Agreement, terminate access to the VERDANT TCS, LLC. Services and VERDANT TCS, LLC. Professional Services and declare all amounts which would become payable under this Agreement in the absence of termination to be immediately due and payable at any time in the event: (i) Client becomes insolvent, or a receiver or conservator shall be appointed with respect to Client; (ii) Client fails to pay any undisputed sum due VERDANT TCS, LLC. within the time provided herein; or (iii) Client fails to perform any of its other covenants or obligations provided under this Agreement and such failure is not cured within ninety (90) days from receipt of written notice from VERDANT TCS, LLC..

6.2 Termination by Client for Cause. Client may terminate this Agreement as set forth in Section 4.1 provided that Client exercises its right to terminate within ninety (90) days of VERDANT TCS, LLC. notifying Client that VERDANT TCS, LLC. is unable to re-perform the VERDANT TCS, LLC. Services or VERDANT TCS, LLC. Professional Services as warranted. Client may also terminate this Agreement if VERDANT TCS, LLC. materially breaches Section 2 and such material breach is not cured within sixty (60) days from receipt of written notice from Client.

6.3 Effect of Termination. Upon termination of this Agreement or any Sales Order for any reason all rights and licenses that have been granted to Client under the Agreement or Sales Order as applicable shall terminate. Except for termination by Client under Section 6.2, upon termination of this Agreement or any Sales Order, all Fees which would otherwise be payable to VERDANT TCS, LLC. under the Agreement or Sales Order, as applicable, shall become immediately due and payable. Client will, at its expense, promptly return to VERDANT TCS, LLC. or destroy all copies of the Documentation in Client’s possession or control and destroy all copies contained on any hard drive or other fixed medium of storage. Any remaining Months of contract will be paid in full before the release of any IT run books or account control.

7. CPI Price Increase

Verdant TCS has a right to increase fees to keep current with inflation based on the CPI price index within the term of the contract.