Transcription
Service DescriptionDell Managed Service ProgramIntroductionDell is pleased to provide the Dell Managed Service Program (the “Service(s)”) in accordance with this ServiceDescription (“Service Description”). Your quote, order form or other mutually-agreed upon form of invoice or orderacknowledgment (as applicable, the “Order Form”) will include the name of the service(s) and available serviceoptions that you purchased. For additional assistance or to request a copy of your service contract(s), contact DellTechnical Support or your sales representative.The Scope of This ServiceDescription of Servicesa.End User Customer Location. Customers will have locations throughout the Continental US.b.Services Overview. Advanced and Premium version of the Service are available along with add-onoptions: Dell Managed Service Advanced Program (the “Advanced Service”) includes remotely deliveredmonitoring, alerting and patching services for the following device types: Servers Networking Devices,Workstations (Desktop and Laptops) and Smart Devices, as described further in Appendix A. Dell Managed Service Premium Program (the “Premium Service”) includes remotely deliveredmonitoring and patching as well as Remote Help Desk support for the following devices: ServersNetworking Devices, Workstations (Desktop and Laptops) and Smart Devices, as described further inAppendix B.Add-on Options: On site dedicated resources – Either full time or 50 %of the time a resource will be on-site at Customer’slocation, as described further in Appendix C. Prescheduled On-site supplemental visits – Prescheduled visits will be either 4 or 8 hour durations andcan be procured in monthly bundles of 2, 4, or 8 prescheduled visits, as described further in AppendixD.The table below lists those features that are included in the Advanced and Premium Service.1Dell Managed Service Program v3.0 May 12, 2017
2Dell Managed Service Program v3.0 May 12, 2017
c.Advanced and Premium Service Device Identification & Preventative Checklist. Dell’s performance ofthe Service is based on Customer’s accurate completion of the Device Identification & PreventativeChecklist (the “Checklist”) set forth on Appendix E. Once submitted, any change to the Checklist mustbe mutually agreed upon by Customer and Dell.d.Service Level Agreements. If Customer purchases Remote Help Desk Services, such services will beprovided in accordance with the service level agreements (“SLAs”) set forth in Appendix F. SLAs are formeasurement and reporting purposes only. Any failure on the party of Dell to satisfy any SLA will notentitle Customer to any credit or other remedy. Service Level Management is described below:Service Level ManagementDell will supply Customer with a variety of tools that are designed to capture, measure, and report onservice volumes, service level and operational level metrics. These tools include: Dell to act as the Customer single point of contact for SLA compliance Performance Charts Periodic Performance Reports and Reviews Customer Satisfaction Surveys Executive DashboardThese tools are tied to a Service Level Management process that standardizes the methods used to collectand report the service level data.The following diagram provides an overview of the Service Level Management Process:3Dell Managed Service Program 3.0 May 12, 2017
Service Level and Operational Level Management ProcessData is gathered throughout the lifecycle of a given service request or incident. Each activity has a uniquecode to which agents and technicians register time while performing various work functions. This loggingfunction becomes the basis for service level reporting and management, as well as root cause analysis forfuture improvements in service delivery.Service Level Summary Performance ChartsAs part of performance level reporting, summary charts will provide the performance levels that are beingachieved in critical service and support areas. It is imperative that this information be tracked at the lowestlevel possible to ensure visibility on SLA compliance at each Customer site. Service level reports(explained below) are generated based on information extracted from the various systems.4Dell Managed Service Program v3.0 May 12, 2017
Daily, Weekly & Monthly Performance ReportingAt contract startup, Dell and Customer will work together to define the details of the PerformanceReporting requirements. Typically, this includes a reporting package, along with related presentations,showing performance for each service category, and compliance to the SLA. During reporting sessionsDell and Customer will define mutually agreed to concerns and issues that might indicate any performancedegradation. Dell will escalate any Service concerns or user complaints to the Customer-designatedmanager(s) for review. Dell will follow mutually agreeable escalation procedures to address any criticalService issues, and will work with Customer to define a Problem Management process.Executive DashboardAn executive dashboard is configured to display live information regarding ticket volumes, SLAattainment status, critical outages and alerts, and location-by-location or region-by-region informationregarding service delivery. The dashboard is browser-based and utilizes the data out of either Dell orCustomer’s configuration management database and incident management systems to display customviews of Service delivery information based on user permissions.e.Network DiscoveryWhile transition is a challenging undertaking, Dell has developed an approach and methodologies toachieve the desired operating environment in an efficient and cost-effective manner. The result is aflexible approach to: Establish a firmly grounded relationship built on trust to create a collaborative and inclusive ITmanagement environment Foster a sense of involvement and choice for transitioning employees to retain key knowledge andexperience of the business Implement a risk mitigation strategy to minimize impact Control the reliability and predictability of IT services during transition to ensure stable businessoperations Continuously improve IT service management to meet new business initiativesThe Customer’s network is eligible for monitoring and support under this Service Description providedit is in good condition and Service serviceability requirements and site environmental conditions are met.Dell reserves the right to inspect the network. Customer will supply a diagram of the network, and aninventory of all IT assets receiving Service.f.On Boarding Steps Project Kick Off –to start Dell MS Support Program Discovery Assessment Design Remediation Plan during onboarding Setup all Dell Support toolso Setup and Implement RMM tools for full monitoring and managemento 5Setup VPN access as neededDeliver Communication Plan to employees - train on how to request support, set expectations forresponse and how to communicate with the Remote Help Desk.Dell Managed Service Program 3.0 May 12, 2017
Go Live Customer Review MeetingSubject to local law relating to weekly work hours, unless otherwise noted herein, this Service will be performedMonday through Friday 8:00AM to 8:00PM EST:No Service activities will take place during local holidays unless other arrangements have been made in advance inwriting.ExclusionsFor the avoidance of doubt, the following activities are not included in the scope of this Service Description: Any services, tasks or activities other than those specifically noted in this Service Description. The Service does not include the development of any intellectual property created solely and specifically forthe Customer. Cost of consumables, replacement parts, hardware, software, network upgrades and associated services. Except as otherwise stated in of this Service Description all Server, Network Device and Software upgrades. Manufacturer warranty parts and labor/services. Customer printers (whether stand-alone or network attached). Any non-support or administrative-oriented activities such as technical projects, including but not limited to,PC deployments, hardware upgrades, and software installations. Mass Installation of software – new or re-installation. File restoration and data backup. Problems occurring in applications or devices not listed on the agreed upon Checklist. Mass setup of new devices, PCs or peripherals. Certain third party or custom application support, unless mutually agreed by Dell and Customer. In the event a device is too old or is being used for tasks that are greater than the device was designed for,Dell reserves the right to remove such items from the Service. Although Dell will design a Remediation Plan, any actual remediation work, if performed, will be subject toa separately signed professional services engagement.This Service Description does not confer on Customer any warranties which are in addition to the warranties providedunder the terms of your master services agreement or Agreement, as applicable.Service Requirements and LimitationsThe following service requirements and limitations apply:1.2.3.4.6Under normal Remote Help Desk support conditions, there is no call limit on how many times Customer maycontact Remote Help Desk support.A hardware support agreement to be active and in place for each managed device subject to Service.Periodic reboots for such devices as firewalls, routers, and servers are required to apply/activate critical updatepatches and configuration changes. Dell’s support services within this agreement are predicated upon theCustomer’s support and commitment to providing time/scheduling for network device reboots with its staffand/or users support.Virus mitigation within the scope of this agreement is predicated on Customer satisfying recommended backupschemes and having appropriate anti-virus software with current updates.Dell Managed Service Program v3.0 May 12, 2017
5.6.7.8.9.10.11.This agreement and support services herein are contingent on Customer’s granting Dell (or Dell’s subcontractor)permission to have secure remote access into Customer network (e.g. VPN, NTR, Citrix GoToAssist, Telnet,SSH, RAS or other solution expressly approved by Dell). Depending on the remote access solution utilized,additional connectivity charges may apply.Dell is not responsible for Customer-made changes to the network, including if Customer’s or other third-partypersonnel affect configuration changes to managed network devices or servers.A direct-inward dial (DID) connection via a Dell provided toll-free number must be utilized for all Remote HelpDesk support services in order for reporting. Dell is not responsible for loss of use of the network or for anyother liabilities arising from alterations, additions, adjustments or repairs which have been made to the network.Dell reserves the right to suspend or terminate the Service if conditions at the Service site pose a health or safetythreat.Customer must provide a single point-of-contact to address Service-related questions or issues.If any of the volumetric assumptions used to scope the Service (including, time on task, locations, serviceconsumption, and/or configuration factors and excluding estimated hours or expenses) relied on by Dell vary by /- five percent, Dell reserves the right to adjust the pricing to reflect such variances.Under the Premium Service, the on-site response for problems that cannot be resolved remotely will be nextbusiness day, Monday through Friday, assuming the call comes in before 4:00 EST.General Customer ResponsibilitiesAuthority to Grant Access. Customer represents and warrants that it has obtained permission for both Customerand Dell to access and use, whether remotely or in-person, Customer-owned or licensed software, hardware,systems, the data located thereon and all hardware and software components included therein, for the purpose ofproviding these Services. If Customer does not already have that permission, it is Customer's responsibility toobtain it, at Customer's expense, before Customer asks Dell to perform these Services.Nonsolicitation. Customer will not, without Dell’s prior written consent, for a period of two years from the endof the term listed on your Order Form, directly or indirectly, solicit for employment any Dell employee (or thirdparty service provider employee performing Services on behalf of Dell) with whom you have come in contact inconnection with Dell’s performance of the Service; provided, however, that general advertisements and othersimilarly broad forms of solicitation will not constitute direct or indirect solicitation hereunder and you arepermitted to solicit for employment any employee that has been terminated or has resigned his or her employmentwith Dell prior to the commencement of employment discussions with you.Customer Cooperation. Customer understands that without prompt and adequate cooperation, Dell will not be ableto perform the Service or, if performed, the Service may be materially altered or delayed. Accordingly, Customerwill promptly and reasonably provide Dell with all cooperation necessary for Dell to perform the Service. IfCustomer does not provide reasonably adequate cooperation in accordance with the foregoing, Dell will not beresponsible for any failure to perform the Service and Customer will not be entitled to a refund.On-site Obligations. Where Services require on-site performance, Customer will provide (at no cost to Dell) free,safe and sufficient access to Customer's facilities and environment, including ample working space, electricity,safety equipment (if applicable) and a local telephone line. A monitor or display, a mouse (or pointing device),and a keyboard must also be provided (at no cost to Dell), if the system does not already include these items.Data Backup. Customer will complete a backup of all existing data, software and programs on all affected systemsprior to and during the delivery of this Service. Customer should make regular backup copies of the data storedon all affected systems as a precaution against possible failures, alterations, or loss of data. DELL WILL HAVENO LIABILITY FOR:7 ANY OF YOUR CONFIDENTIAL, PROPRIETARY OR PERSONAL INFORMATION; LOST OR CORRUPTED DATA, PROGRAMS OR SOFTWARE;Dell Managed Service Program 3.0 May 12, 2017
DAMAGED OR LOST REMOVABLE MEDIA; THE LOSS OF USE OF A SYSTEM OR NETWORK; AND/OR FOR ANY ACTS OR OMISSIONS, INCLUDING NEGLIGENCE, BY DELL OR A THIRDPARTY SERVICE PROVIDER.Dell will not be responsible for the restoration or reinstallation of any programs or data.Third Party Warranties. These Services may require Dell to access hardware or software that is not manufacturedby Dell. Some manufacturers' warranties may become void if Dell or anyone else other than the manufacturerworks on the hardware or software. Customer will ensure that Dell's performance of Services will not affect suchwarranties or, if it does, that the effect will be acceptable to Customer. Dell does not take responsibility for thirdparty warranties or for any effect that the Services may have on those warranties.8Dell Managed Service Program v3.0 May 12, 2017
Terms & ConditionsThis Service Description is entered between you, the customer (“you” or “Customer”), and the Dell entity identifiedon your invoice for the purchase of this Service. This Service is provided subject to and governed by Customer’sseparate signed master services agreement with Dell that explicitly authorizes the sale of this Service. In the absenceof such agreement, depending on Customer’s location, this Service is provided subject to and governed by eitherDell’s Commercial Terms of Sale or Dell’s standard Customer Master Services Agreement (as applicable, the“Agreement”). To the extent that any terms of this Service Description conflict with any terms of the Agreement, theterms of this Service Description will prevail, but only to the extent of the specific conflict, and will not be read ordeemed to replace any other terms in the Agreement which are not specifically contradicted by this ServiceDescription.Please see the table below which lists the URL applicable to your Customer location where your Agreement can belocated. The parties acknowledge having read and agree to be bound by such online terms. Customer further agreesthat by renewing, modifying, extending or continuing to utilize the Service beyond the initial term, the Service willbe subject to the then-current Service Description available for review at www.dell.com/servicedescriptions/global.By placing your order for the Services, receiving delivery of the Services, utilizing the Services or associated softwareor by clicking/checking the “I Agree” button or box or similar on the Dell.com website in connection with yourpurchase or within a Dell software or Internet interface, you agree to be bound by this Service Description and theagreements incorporated by reference herein. If you are entering this Service Description on behalf of a company orother legal entity, you represent that you have authority to bind such entity to this Service Description, in which case“you” or “Customer” shall refer to such entity. In addition to receiving this Service Description, Customers in certaincountries may also be required to execute a signed Order Form.Terms & Conditions Applicable to Your Purchase of Dell ServicesCustomer LocationCustomers Purchasing Dell ServicesThrough an Authorized Dell ResellerUnited ll.ca/terms (English)www.dell.ca/conditions (French-Canadian)www.dell.ca/terms (English)www.dell.ca/conditions (French-Canadian)Latin America &Caribbean CountriesAsia-Pacific-Japan9Customers PurchasingDell Services Directly From DellLocal www.dell.com country-specific icedescriptions/global.*Local www.dell.com country-specific Service Descriptions and other Dell service documents which youmay receive from your seller shall not constitute an agreementbetween you and Dell but shall serve only to describe the contentof Service you are purchasing from your seller, your obligations asa recipient of the Service and the boundaries and limitations of suchService. As a consequence hereof any reference to “Customer” inthis Service Description and in any other Dell service documentshall in this context be understood as a reference to you whereasany reference to Dell shall only be understood as a reference to Dellas a service provider providing the Service on behalf of your seller.You will not have a direct contractual relationship with Dell withregards to the Service described herein. For the avoidance of doubtany payment terms or other contractual terms which are by theirnature solely relevant between a buyer and a seller directly shall notbe applicable to you and will be as agreed between you and yourseller.Dell Managed Service Program 3.0 May 12, 2017websiteor
Europe, MiddleEast, & AfricaLocal www.dell.com country-specific website orwww.dell.com/servicedescriptions/global.*In addition, customers located in France, Germany andthe UK can select the applicable URL below:France: www.dell.fr/ConditionsGeneralesdeVenteGermany: www.dell.de/GeschaeftsbedingungenUK: www.dell.co.uk/termsService Descriptions and other Dell service documents which youmay receive from your seller shall not constitute an agreementbetween you and Dell but shall serve only to describe the contentof Service you are purchasing from your seller, your obligations asa recipient of the Service and the boundaries and limitations of suchService. As a consequence hereof any reference to “Customer” inthis Service Description and in any other Dell service documentshall in this context be understood as a reference to you whereasany reference to Dell shall only be understood as a reference to Dellas a service provider providing the Service on behalf of your seller.You will not have a direct contractual relationship with Dell withregards to the Service described herein. For the avoidance of doubtany payment terms or other contractual terms which are by theirnature solely relevant between a buyer and a seller directly shall notbe applicable to you and will be as agreed between you and yourseller.* Customers may access their local www.dell.com website by simply accessing www.dell.com from a computer connected to the Internet withintheir locality or by choosing among the options at Dell’s “Choose a Region/Country” website available .aspx?c us&l en&s gen.10Dell Managed Service Program v3.0 May 12, 2017
Additional Terms & Conditions Applicableto Consulting & Managed Services1. Term of Service. This Service Description commences on the date listed on your Order Form and continues throughthe term (“Term”) indicated on the Order Form. As applicable, the number of systems, licenses, installations,deployments, managed end points or end-users for which Customer has purchased any one or more Services, the rateor price, and the applicable Term for each Service is indicated on Customer’s Order Form. Unless otherwise agreedin writing between Dell and Customer, purchases of Services under this Service Description must be solely forCustomer’s own internal use and not for resale or service bureau purposes.2.Important Additional InformationA. Rescheduling. Once this Service has been scheduled, any changes to the schedule must occur at least 8 calendardays prior to the scheduled date. If Customer reschedules this service within 7 days or less prior to the scheduleddate, there will be a rescheduling fee not to exceed 25% of the price for the Services. Any rescheduling of theService will be confirmed by Customer at least 8 days prior to commencement of the Service.B. Payment for Hardware Purchased With Services. Unless otherwise agreed to in writing, payment for hardwareshall in no case be contingent upon performance or delivery of consulting or managed services purchased withsuch hardware.C. Commercially Reasonable Limits to Scope of Service. Dell may refuse to provide Service if, in its opinion,providing the Service creates an unreasonable risk to Dell or Dell’s Service providers or if any requested serviceis beyond the scope of Service. Dell is not liable for any failure or delay in performance due to any cause beyondits control, including Customer’s failure to comply with its obligations under this Service Description.A. Optional Services. Optional services (including point-of–need support, installation, consulting, managed,professional, support or training services) may be available for purchase from Dell and will vary by Customerlocation. Optional services may require a separate agreement with Dell. In the absence of such agreement, optionalservices are provided pursuant to this Service Description.B. Assignment. Dell may assign this Service and/or Service Description to qualified third party service providers.C. Cancellation. Dell may cancel this Service at any time during the Term for any of the following reasons: Customer fails to pay the total price for this Service in accordance with the invoice terms; Customer is abusive, threatening, or refuses to cooperate with the assisting analyst or on-site technician; or Customer fails to abide by all of the terms and conditions set forth in this Service Description.If Dell cancels this Service, Dell will send Customer written notice of cancellation at the address indicated onCustomer’s invoice. The notice will include the reason for cancellation and the effective date of cancellation,which will be not less than ten (10) days from the date Dell sends notice of cancellation to Customer, unless locallaw requires other cancellation provisions that may not by varied by agreement. If Dell cancels this Servicepursuant to this paragraph, Customer shall not be entitled to any refund of fees paid or due to Dell.D. Geographic Limitations and Relocation. This Service is not available at all locations. Service options, includingservice levels, technical support hours, and on-site response times will vary by geography and certain options maynot be available for purchase in Customer’s location, so please contact your sales representative for these details.11Dell Managed Service Program 3.0 May 12, 2017
2013-2017 Dell Inc. All rights reserved. Trademarks and trade names may be used in this document to refer toeither the entities claiming the marks and names or their products. Specifications are correct at date of publicationbut are subject to availability or change without notice at any time. Dell and its affiliates cannot be responsible forerrors or omissions in typography or photography. Dell’s terms and conditions of sale apply and can be locatedusing the chart on the following page. A printed hardcopy of Dell’s terms and conditions of sale is also availableupon request.12Dell Managed Service Program v3.0 May 12, 2017
Appendix A – Advanced ServiceThe Advanced Service includes remotely delivered monitoring, alerting and patching services for the following devicetypes: servers, networking, workstations and smart devices.Advanced Service DescriptionThe Advanced Service includes a comprehensive technology solution to support small and medium sized businessesthat have a need for managed IT services. The Advanced Service focuses on preventive maintenance and diagnosis,anticipating and addressing potential problems before they occur.Dell can work with the Customer ’s existing IT department as support experts and assist their internal engineeringstaff with preventive maintenance and diagnosis, anticipating and addressing potential problems before they occur.The Advanced Service can monitor, alerting and patching the Customer ’s hardware and software at Customer’sfacility for the entire network including:Servers (physical and virtual),Firewalls,Switches,SAN, backups,Desktops and Laptops,Email Servers,File Servers,Application Server Management,Web Servers,DMZ management andWireless network access.The Advanced Service can also monitor virtual server assets in the cloud.ScopeThe Advanced Service includes the following features:Network Operations Center (NOC) monitoring 7x24 and remote response 24 x 7 with the 7x24 option.Customer relationship management with a dedicated account representative, weekly issue review and check-inconference callsCustomer web portal for issue and project review, inventory controlMaintenance via patch management, antivirus definition and scan management, event log review, drive spacemonitoring and Microsoft recommended maintenancePeriodic system consultation to coordinate short term and long term IT strategy along with a quarterly systemfull analysisManaged Services with server, network, and Workstation monitoring and reporting via the Customer portal13Dell Managed Service Program 3.0 May 12, 2017
Monitoring and PerformanceDell remote monitoring monitors devices—including non-Dell devices and certain popular applications—tracksand trends on performance, alerts potential IT issues, helps resolve them through several remediation capabilities,and generates reports that illustrate the value of service. Automation and quality are two key tenants of ourmonitoring services. The following are key design features:Notifications—Generate and transmit alerts by e-mail, pager, and e-mail-enabled cell phones when a criticalevent occurs in the environment. The notification format is customizable to easily integrate with any ticketingproduct that can create tickets from an email.Policy-based provisioning—Define monitoring policies and assign them. About 2,000 default policymonitoring components are included to speed deployment and deliver industry best practices.Easy-to-use user interface—Intuitive graphical interface allows faster ramp up of new employees by reducingthe learning curve. Tabbed info pages consolidate information from multiple sources into one comprehensiveview.Integrated knowledge base—Hot-link alerts to best practices for resolution, enabling staff to performremediation.Performance—Store, trend, and report on dozens of performance statistics such as CPU, memory, disk, andinterface utilization. Generate alerts on threshold violations, with automatic clearing capabilities.Patch management—Scan for missing patches and deploy updates to one or multiple Windows devices. Wecontrol post-install system reboots to minimize disruption, and multi-tiered deployment reduces networkbandwidth required to download and install patches.Firewall monitoring—Monitor and report on firewall performance.Data Backup and Restoration – Dell can provide remote monitoring of each system’s online backup softwarefunction and update or repair online backup software, as required. Assuming Customer-provided softwarewill perform these tasks.Dell can monitor your platform 24x7 with our own managed services technology so we are automatically alertedto potential problems. Many issues can be corrected by our support staff without you even noticing a problem.We electronically update patches, upgrades, and new features, to free your staff from hardware and softwaremaintenance activities.Additional Service FeaturesIn addition to the features described above, the following features also apply to the Advanced Service:Server Monitoring14Server up/down monitoringWindows Service(s) availabilityPerformance monitoring: CPU, Memory, Paging File & DiskSpace monitoringEvent log monitoringWebsite up/down monitoringDell Managed Service Program v3.0 May 12, 2017
Alert EscalationAnalyze and Escalate the alerts as per defined escalation matrixWindows Patch ManagementMicrosoft Security and Critical PatchesAnti-Virus ManagementAutomated ScansLatest Definition UpdatesBack-up ManagementMonitor backups for failureDescriptionNetwork Device Ad
If Customer purchases Remote Help Desk Services, such services will be provided in accordance with the service level agreements ("SLAs") set forth in Appendix F. SLAs are for . NTR, Citrix GoToAssist, Telnet, SSH, RAS or other solution expressly approved by Dell). Depending on the remote access solution utilized, additional connectivity .
