Service Terms for Implementation Services

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Gravitational, Inc. (“Teleport”) makes available certain professional services to assist customers with their implementation and use of its software products (“Implementation Services”). These Service Terms (defined below) describe the scope of work, assumptions and terms for the Implementation Services and Implementation Package specified in the sales order or other purchasing document (“Sales Order”) signed by the customer (“Customer”) and Teleport. The Implementation Services purchased by Customer will be subject to the agreement (“Agreement”) specified in the Sales Order and these supplemental terms and conditions (“Service Terms”). Any terms not expressly defined below will have the same meanings as those in the Agreement and Sales Order.

1. Implementation Services.

Implementation Services are designed to assist with the set up and implementation of the protocols listed in the applicable Sales Order. The Implementation Services are available in two different packages; Essentials Package and Advanced Package. A description of what is included in each package is set forth below in Section 4.

2. Term and Expiration.

The Implementation Services will commence on the Effective Date in the applicable Sales Order and expire upon the earlier of (a) the expiration of the Implementation Period for the Implementation Package purchased by Customer, or (b) completion of the Implementation Services (“Implementation Period”). The Implementation Services must be scheduled and completed within the period of time set forth in the applicable Implementation Package.

3. Service Delivery and Materials.

The Implementation Services will be delivered remotely during Teleport’s standard business hours. All services will be delivered in English. An assigned Teleport Implementation Engineer will be available during the Implementation Period to assist with the activities described below in Section 4. The materials provided to the Customer as part of the Implementation Services are the property of Teleport. Teleport grants Customer a worldwide, non-exclusive, non-transferable, non-sublicensable license to use these materials internally during the Implementation Period.

4. Implementation Packages

Essentials Package (Implementation Period: 90 Days from the Effective Date)
Onboarding Success Plan
Weekly Progress Reviews
Shared Slack Channel
Architectural Review
Third Party Integration Recommendations
Advanced Package (Implementation Period: 120 Days from the Effective Date)
Onboarding Success Plan
Weekly Progress Reviews
Shared Slack Channel
Architectural Review
Third Party Integration Recommendations
Customized Onboarding Success Plan
Advise Customer on the development of the following:
Deployment Diagram
Operator Runbooks
Use Case Specific End User Runbooks
Up to two (2) one hour On-Demand Remote Meetings (By Request)
Production Readiness Assessment
Remote Adoption and Enablement Workshop

5. Additional Terms and Assumptions.

The Implementation Services are based on the following assumptions, terms and responsibilities:

  • Implementation Services will consist of the standard items in the Essentials Package or Advanced Package and do not include custom development work, implementation or work on non-Teleport systems (including implementation on Customer’s internal code base).
  • Customers are expected to work collaboratively with Teleport and provide Teleport with reasonable assistance and access to relevant information, documentation and systems. Customers will ensure that subject matter experts and IT personnel are available when necessary for technical requirements gathering and implementation.
  • Customer must designate a dedicated point-of-contact, who will be responsible for coordinating with any relevant stakeholders (such as business stakeholders, technical teams, subject matter experts, compliance teams, etc.), for scheduling activities to ensure that they are completed during the applicable Implementation Period, and for providing Teleport with any relevant business goals, requirements, decisions and information.
  • Customer is responsible for obtaining any necessary approvals, including from relevant business, technical, compliance and executive teams. Decisions and approvals must be made in a timely manner; changes following decisions or approvals (including due to project reprioritization, scheduling changes, or resourcing issues) are subject to written approval by Teleport. No refunds or credits will be provided once services are performed.
  • Teleport will not be responsible for delays or failures caused by Customer, its Users, or by events beyond its reasonable control.
  • Any services and requirements not specified in the Essentials Packages or Advanced Package are out-of-scope.

6. Miscellaneous.

Customer is responsible for its own costs and expenses in connection with the Implementation Services. Subscriptions to the protocols are not provided with the Implementation Services. All payments are non-refundable and payment obligations non-cancellable. In addition to any limitations on liability and disclaimers in the Agreement, Customer acknowledges and agrees that, to the maximum extent permitted by applicable law, the Implementation Services and related materials are provided “AS IS” without warranty of any kind and that Teleport will not be responsible or liable in any manner for the decisions or actions taken (or not taken) by Customer or its Users arising from or relating to the Implementation Services or materials.