Statement of Work
By receiving and/or paying an invoice from TSN, you and/or the establishment you represent agrees to this Statement of Work.
We reserve the right to update, change, modify, add or remove any and all aspects of this agreement at any time.
DEFINITIONS
The Shepherd Network will be referred to as “TSN” and the recipient of our work or services will be referred to as “CLIENT”.
CLIENT is responsible for all sections of this contract upon either a) the receipt of an invoice from TSN or b) a formalized version of this contract.
TSN business hours and support hours are defined as Monday to Friday, 8:30AM to 5PM Central Daylight Time. TSN holidays and closures will be communicated at least two (2) weeks in advance.
SECTION 1: SECURITY AND PRIVACY COMMITMENTS
Section 1A - Data Privacy
The information we collect from you, whether voluntary or involuntary, will be used exclusively for internal purposes, unless we have your written permission to share on our website or with third-parties.
Section 1B - Data Security
We are committed to ensuring that your information is secure. In order to prevent unauthorized access or disclosure we have put in place industry standard data protection protocols. This includes physical security, data encryption, and internal personnel guidelines to ensure the security of the information we collect from our website, online form submissions, and all types of electronic correspondence.
SECTION 2: CONTRACTUAL USAGE AGREEMENT
Section 2A - TSN Website Recommendations
As a client of TSN, you understand and agree that you are solely responsible for the consequences of the purchase, download, installation, or usage of any software or hardware not recommended by TSN as part of this contract, regardless of any recommendations on the TSN website. If CLIENT encounters technical issues by choosing to purchase, download, install, or use any software or hardware on computers or devices that has not been recommended by TSN as part of this professional contract, TSN can provide solutions that may require the purchase of additional services.
Section 2B - Employee Personal Devices
We are not responsible for the performance or support of any purchase, download, installation, or usage of hardware or software on personal computers or devices for the employees of CLIENT, or any negative effects our contractual recommendations may have on their personal digital and technical environments. If the employees of CLIENT encounter technical issues by choosing to purchase, download, install, or use any software or hardware on personal computers or devices recommended by TSN as part of this professional contract, TSN can provide solutions to the employee(s) that may require a purchase of services from TSN.
SECTION 3: SERVICE LEVEL AGREEMENTS (SLA)
Section 3A - SLA Agreement
These SLAs will be followed within the confines of our contractual agreements, and will be limited to the following CLIENT-owned parameters:
Computers or mobile devices
Other computer hardware
Computer software
Online services
We will not support employee-owned hardware or software, unless the CLIENT has an approved device policy, allowing employees to access CLIENT data on their personal computers or devices. In this case, we can assist the employee with personal hardware or software up to the point at which they are able to access CLIENT data to perform their job function(s).
Section 3B - Communication Agreements
TSN commits to responding to CLIENT communications within one (1) business day, with a 90% success rate. We will not always respond using the same form of communication as was initiated by CLIENT. All non-support communication between TSN and CLIENT shall be made by the primary account contact for CLIENT unless there are circumstances that prevent the primary account contact from direct communication. If possible, we would like for CLIENT to appoint a secondary and/or tertiary contact for these matters.
Section 3C - Support Agreements
TSN commits to a first-touch response of all CLIENT support requests made through proper channels within four (4) business hours, with a 90% guaranteed success rate. First-touch is defined as a response to CLIENT acknowledging receipt of their support request.
Section 3D - Emergency Technology Services
Emergency Technology Services are defined as: a) any work done outside of business hours, including weekends, not part of an original agreement b) work requested to be completed within 24 hours, also known as rush or emergency services c) work to correct or otherwise clean up issues at the fault of CLIENT.
If any of these services require TSN to be on-site at client's office or other work location, client will be billed for travel costs in addition to the emergency services hourly work rate outlined here. All emergency technology service costs are non-negotiable.
Section 3E - No-Change Friday
TSN does not make changes to production systems, servers, software, or general environments on a Friday. This is to ensure no interruption of work for CLIENT and no unnecessary after-hours work for TSN, as well as any associated costs for CLIENT. Exceptions to this include updates or maintenance to fix, secure, or otherwise ensure stability of a system that is considered mission-critical by CLIENT.
If CLIENT requires any sort of change, fix, or update to any system, server, software, or other parts of their environment covered in the contract scope, TSN requires a signed agreement where CLIENT acknowledges the potential risk and accepts any and all costs associated with Emergency Technology Services as outlined in Section 3D above.
SECTION 4: CONTRACT
Section 4A - Project Start and End
The project start is marked when at least one of the following has been satisfied:
The project end is marked when at least one of the following has been satisfied:
CLIENT receives final delivery of service or product
CLIENT receives final invoice
A contract termination or cancellation occurs, as defined below in Section 4C and 4D, respectively
Section 4B - Invoicing and Payments
TSN invoices CLIENT for the Project Retainer upon project start. Due date for the Project Retainer is upon receipt of invoice, unless alternative terms have been arranged. All hourly work will be invoiced on the first of each month, with a due date of the last day of the month, unless alternative terms have been arranged.
If TSN purchases hardware, software, or any other tools at the request of CLIENT, for CLIENT’s project, or any other work required to satisfy the contractual needs of CLIENT, CLIENT will be invoiced for the exact amount paid by TSN for the hardware, software, or other tools. Due date for hardware, software, or any other tools is upon receipt of invoice, unless other terms have been arranged.
Late payments are defined as payments postmarked or sent via bank transfer after 11:59PM of the due date. These late payments will incur a 10% late fee, further increasing 10% for every one (1) week they are late.
TSN bills for time at the nearest half hour, rounding up.
Section 4C - Termination of Contract
TSN reserves the right to terminate a contract and withdraw all support agreements at any time due to a breach of contract, or due to a violation of business ethics or good moral conduct by CLIENT or any of its representatives. CLIENT will be notified immediately of a contract closure, at which point TSN will provide a time period of no more than one (1) week for final support and outstanding project objectives. Once notified of a contract closure, CLIENT is not permitted to submit any more support requests. CLIENT will have four (4) weeks from the date of closure notification to pay any outstanding invoices to TSN.
Section 4D - Client Cancellation of Contract
If CLIENT cancels the contract for any reason: a) after the downpayment has been made and/or b) work has started on a project as defined in Section 4A above, and/or c) before project completion or before the end date on the contract, CLIENT is to pay a Cancellation Fee of 50% of the original contract amount, regardless of downpayment or other payments made.
In situations where a contract term is not specifically established, a default term of one year will be applicable. Therefore, cancellation fees will apply based on a) the date of first invoice and b) the average payment of invoices up to the effective cancellation date. For clients who have been receiving TSN services for multiple years, the first of the month of the acceptance date from the contract update will be used as a time marker.
Contact Information
If you have questions about this policy, or would like your information removed from our database, please email hello@shepnetwork.com.