These terms apply when relyd provides professional services in addition to the subscription. Examples are onboarding, configuration, data migration, training or custom set-up work (together "Professional Services"). They form part of the Master Subscription Agreement ("MSA"). Terms defined in the MSA have the same meaning here.
1. Scope
1.1 The scope, deliverables, timeline and fees of Professional Services are defined in the Order Form or in a written offer accepted by the Customer ("Service Description").
1.2 Unless the Service Description expressly states otherwise:
- Professional Services are provided on a time-and-materials basis;
- relyd owes the diligent performance of the agreed work, not a specific result.
2. Cooperation of the Customer
2.1 The Customer shall provide the information, data, access and contact persons reasonably required, in time and in the agreed form. relyd may provide a checklist for this purpose.
2.2 For data migrations, the Customer shall provide the source data in the agreed format at least two (2) working days before the agreed date. The Customer is responsible for the accuracy and completeness of the data it provides and for having the right to transfer it.
2.3 The Customer shall make its own backup of any source data before handing it over.
2.4 If the Customer does not cooperate as agreed, relyd may postpone the affected work and charge the additional effort caused at the agreed rates. Examples are data not provided in time, data in the wrong format or incomplete data, and contact persons who are not available.
3. Appointments
3.1 Appointments are agreed in writing (e-mail is sufficient). Remote sessions take place through a video-conferencing or screen-sharing tool agreed with the Customer.
3.2 The Customer may postpone or cancel an appointment free of charge up to two (2) working days before it. For later cancellations or no-shows, relyd may charge 50 % of the time reserved for the appointment.
4. Access to the Workspace
4.1 Where the work requires it, the Customer authorises relyd staff to access its Workspace for the duration of the Professional Services.
4.2 Access by relyd staff:
- is limited to what the task requires;
- is logged;
- is subject to the confidentiality obligations of the MSA.
Where relyd processes personal data in the process, the DPA applies.
5. Acceptance and defects
5.1 Where the Service Description provides for deliverables, the Customer shall check them within ten (10) working days of delivery and report any material defects in writing. Deliverables are deemed accepted if no defects are reported within this period, or if the Customer uses them productively.
5.2 relyd will remedy reported defects in its deliverables free of charge within a reasonable time.
6. Subcontracting
relyd may use qualified subcontractors, such as implementation partners, to perform Professional Services. relyd remains responsible for their performance. Where subcontractors have access to personal data, they are engaged as subprocessors in accordance with the DPA.
7. Fees
Professional Services are invoiced according to the Service Description:
- work on a time-and-materials basis, monthly in arrears;
- fixed-price work, as agreed.
The Terms of Sale apply to invoicing and payment.
8. Liability
Liability for Professional Services is governed by section 13 of the MSA. The fees for Professional Services count towards the liability cap.