Desktop Alert Inc.

SOFTWARE, HARDWARE, SERVICES and SUPPORT AGREEMENT

This agreement, including any schedules and/or exhibits attached hereto (“Agreement”) made this    day of _____, 2025 (“Effective Date”) by and between Desktop Alert Inc. (“DTA”), located at 346 Main Street, Chatham, New Jersey 07928 and the Customer identified below: (“Customer”).

 

Customer: 

Address:    

Telephone:                               Fax:

 

 

DTA and Customer agree as follows:

Terms and Conditions:

 

1.              General PROVISIONS.

1.1      Agreement.  Subject to the terms and conditions of this Agreement, Customer agrees to purchase and DTA agrees to convey to Customer the Software licenses, hardware, services and other items as may be listed on the schedules attached hereto. This Agreement and any schedules and attachments attached hereto constitutes the entire agreement between the parties and supersedes all prior or contemporaneous agreements, representations and proposals, written or oral, if any, between the parties.

1.2      Binding Effect.  As of the Effective Date hereof, this Agreement will be binding upon and inure to the benefit of the parties, their legal representatives, permitted transferees, successors, and assigns as permitted by this Agreement.

1.3      Assignment.  This Agreement and any rights and obligations may not be sold, leased, assigned or otherwise transferred in whole or in part by Customer without the prior written consent of DTA and upon such terms and conditions as DTA in its sole discretion may require.

1.4      No Waiver.  No delay or failure in exercising any right under this Agreement and no partial or single exercise of such right will be deemed to constitute a waiver of such right or any other rights hereunder.  No consent to a breach of any express or implied term of this Agreement will constitute consent to any prior or subsequent breach.

1.5      Verification.   DTA reserves the right to audit Customer’s use of the Software and services periodically but no less than once per year, after reasonable notice and during normal business hours, to verify compliance with the terms of this Agreement.

1.10    Definitions.  As used in this Agreement, the following terms will have the meanings described below.

DTA Software means the specific object code version or release of the DTA software program(s) that are licensed to Customer herein, together with all Updates provided to Customer by DTA in accordance with this Agreement and customization work, if any.

Confidential Information shall mean all information provided by one party to the other party or available to such party, which is not generally known to others, whether or not marked as confidential, provided by or learned about by a party in the course of the parties’ dealings with one another, or their predecessors, including proprietary information, Documentation, information about DTA Software and Third-Party Software, computer and software systems and programs, ideas, concepts, the terms of this Agreement, patient data and any other information not generally known to others. Notwithstanding the foregoing, Confidential Information does not include information that (i) is known to the receiving party at the time of disclosure to the receiving party as demonstrated by written or electronic records of the receiving party, (ii) is or becomes generally known through no wrongful act of the receiving party, (iii) has been rightfully received by a party from a third party authorized to make such disclosure without restriction, (iv) has been approved for release by written authorization of the disclosing party, or (v) is required by law or regulation to be disclosed, to the extent so disclosed after delivery of prior written notice to the other party.

Delivery Date is defined in Para. 13.1.

Documentation means the product manuals accompanying or associated with the Software delivered or available to Customer.  However, Documentation (a) may describe (i) some functionality that is specified for configurations that Customer does not have and (ii) modules or products not included, and therefore not applicable,  (b) may contain certain sections that, from time to time, may be out of date in a manner that will not have a material effect on Customer or the value of the Software to Customer, and (c) all Updates may not comply with the then current Documentation, however the Documentation will be updated by DTA for major Updates.

Error means a verifiable and reproducible failure of the Supported Software to conform to the Documentation that accompanied it.

Go Live Date shall mean the first date when live data can be processed through the DTA Software for commercial purposes and Customer must not unreasonably delay processing such data.  In no case will Go Live Date exceed 30 days following the Delivery Date, as defined in Para. 13.1

Renewal Term is defined in Para. 4.1.

Server Component means the software provided by DTA as a component of the DTA Software that is resident on the computer server.

Software means the DTA Software and the Third-Party Software.  Software does not include the source code.

Support Service is defined in Para. 12.2.

Support means Software and/or Hardware Support Service.

Supported Software means any Software that Customer obtains a license from or through DTA to use, is listed herein or in any Subsequent Order, and for which Customer has agreed to pay a support fee to DTA.

Term is defined in Para. 4.1.

Third-Party Software means software licensed, owned, or provided, by a third party, and/or licensed or delivered by or through DTA to Customer under this Agreement or any Subsequent Order.

Update is defined in Para. 12.4.

 

2.        SOFTWARE / Hardware Provisions

SOFTWARE LICENSE

2.1.Software License.  Subject to the terms and conditions in this Agreement, DTA grants Customer, and Customer accepts, a non-exclusive, non-transferable perpetual license, subject to termination as described in paragraph 4.2, to use the number of copies of the DTA Software described herein and the Documentation in consideration of Customer’s payment of the applicable fees.  Said license shall apply to any Subsequent Orders accepted by DTA during the Term or any Renewal Term.  Except as expressly set forth in this Agreement, DTA retains all right, title and interest in and to the DTA Software and any and all work produced by DTA including, without limitation, the documentation, all inventions, creations, expressions, improvements, computer programs, source codes, specifications, operating instructions and all other documentation, whether patentable or unpatentable.

2.2.Software Limitations.  Customer may not (i) use the Software except as permitted in this Agreement, (ii) make copies of it (except backup, testing, or archival copies), or relocate it; (iii) translate, modify, reverse engineer, decompile or disassemble the Software; (iv) export, rent, lease, assign, enter any timeshare, per procedure agreement, hosting, or subscription service or make any transfer of the Software; (v) remove, obliterate, alter or obscure the copyright and trademark notices and serial numbers that appear on the Software or during its use, or (vi) exceed the number of copies or users as set forth in this Agreement.  These limitations will survive termination of this Agreement for any reason and shall apply to any software that is the subject of, or part of, any prior agreement(s) between the parties and/or their predecessors.  If Customer provides third party clinical services for medical providers (“Clients”), use of the DTA Software shall include the storage and processing of data for Clients and access to the data by Clients, all in the ordinary conduct of Customer’s clinical services.  Customer is prohibited from using any software other than the DTA modules to access the Software or any data stored in the Software database for any purpose other than generating reports or statistics regarding system utilization, unless DTA has given its prior written consent to Customer’s use of such other software and Customer has paid to DTA the license fees with respect to such access to the Software or data stored in the Software database in accordance with the DTA licensing policies applicable to the Software modules that provide access to the Software application modules and data stored in the Software database.

Customer shall handle, maintain, and use the Software and all Captured Information in compliance with all applicable federal, state, foreign and international laws and regulations, and the protocols, rules, policies and other requirements of accrediting agencies, DTA and authorities that are applicable to the operation of Customer’s organization and business.

2.3.     Third-Party Software.  In the event Customer licenses Third-Party Software through DTA, DTA will transfer to Customer only the rights DTA has in the Third-Party Software delivered to Customer.  In no event shall customer obtain any title thereto.  THIRD-PARTY SOFTWARE IS TRANSFERRED TO CUSTOMER “AS IS”.  Customer’s right to use the Third-Party Software, all warranties and updates regarding the Third-Party Software, and all other terms and conditions of said license will be governed by this Agreement, and the separate agreements, if any, included with the Third-Party Software and this Agreement and as may be accepted by DTA, on Customer’s behalf, at the time of installation.  Customer agrees to implement any necessary updates, modifications or additions to Third-Party Software.  During the term of this Agreement, if Customer provides third party software to DTA (“Customer-Supplied Third-Party Software”), Customer represents and warrants that Customer is authorized to provide such Customer-Supplied Third-Party software and that DTA is authorized to use such Customer-Supplied Third-Party software for the purpose provided.  Customer will indemnify, defend and hold harmless DTA from and against any and all claims, liabilities, losses, damages, causes of action or injuries, together with costs and expenses, including reasonable attorney’s fees, arising out of or resulting from Customer’s failure to comply with the foregoing provisions, representations and warranties.

HARDWARE

2.4.     Hardware.  Subject to the terms and conditions in this Agreement, DTA provided Hardware is delivered with a 12 month warranty from the delivery date.  Hardware Warranty and Support terms may be expanded and extended as described in Attachment 1.  Remote access for hardware set up and support is required as described in Para 7.  In the extreme case where remote access is forbidden by regulation the Customer will assist by providing reverse VNC access.

2.5.     Hardware Limitations.  DTA is not liable for any hardware damage or malfunction due to Customer misuse or abuse.  This includes:  vandalism, physical damage, electrical power surges, spikes, or outages, malicious viruses, or any SW not provided by DTA.   Software not provided and/or certified in writing by DTA is prohibited from use on the DTA provided Hardware and is considered abuse.  Remote access for hardware set up and support is required as described in Para 7.  In the extreme case where remote access is forbidden by regulation the Customer will assist by providing reverse VNC access.

2.5.     Third Party Hardware.  DTA is not liable support or warranty for any Third Party provided hardware.  This includes but is not limited to:  PCs, servers, routers, switches, computer networking, battery backup, data storage, and/ or imaging modalities.

 

3.        blank sECTION

 

4.        Term and Termination.

4.1.     Term. This Agreement will commence on the Effective Date.  Support will commence the first day after the Delivery Date and end twelve (12) months after the Delivery Date (“Term”).

4.2.     Termination for Cause.  In the event that either party materially defaults in the performance of any of its obligations under this Agreement and does not substantially cure such default, or commence a cure, within twenty (20) days after being given written notice specifying the default, the non-defaulting party may, by giving written notice to the defaulting party, terminate this Agreement as of a date specified in such notice of termination.  The specified date shall be at least twenty (20) days after the notice of termination, except for termination for non-payment, which may be immediate after the 20-day cure period.

4.3.     Effect of Termination.  Upon termination for any reason, other than an DTA Breach (defined as a material breach by DTA as determined by final arbitration or a court of competent jurisdiction), Customer will cease use of any of the DTA supplied products and return all such items, hardware and software.

4.4.     Survival.  Termination of this Agreement or Support will not terminate each party’s obligations under the provisions of Paragraph 1 (General Provisions), Paragraph 2.2 (Limitations), Paragraph 4.3 (Effect of Termination), Paragraph 4.4 (Survival), Section 5 (Nondisclosure and Confidentiality), Section 8 (Practice of Medicine), Paragraph 9.2 (Warranty Limitations), Section 10 (DTA Rights), and Section 11 (Limitation of Liability), all of which survive termination and/or non-renewal.

5.        NON DISCLOSURE and CONFIDENTIALITY.  Each party may have access to Confidential Information of the other party. The recipient of such Confidential Information agrees to hold such information in strictest confidence and not to disclose, or cause to be disclosed, the information to any third party, other than an authorized agent or contractor of DTA, or utilize the Confidential Information for any purpose other than as expressly contemplated by this Agreement.  Each party agrees to take all reasonable steps to ensure that Confidential Information is not disclosed or distributed by its employees or agents in breach of this Agreement. Each party agrees that due to the unique nature of Confidential Information there can be no adequate remedy at law for breach of this paragraph and that such breach would cause irreparable harm to the other; therefore the non breaching party shall be entitled to seek immediate injunctive relief, in addition to whatever remedies it may have at law or under this Agreement.

 

6. SITE ACCESS. DTA will be permitted access to Customer’s premises, employees and system during Customer’s normal working hours, with reasonable prior notice to Customer, as DTA deems necessary for the performance of DTA’s obligations under this Agreement.

 

7. REMOTE ACCESS. Customer will provide DTA with remote access to the Software for purposes of performing support services.  Customer will provide and maintain at Customer’s expense the necessary telephone or data lines, modem, hardware and software specified by DTA.  DTA will use reasonable efforts to comply with all security and safety precautions associated with DTA’s remote access of the Software.  DTA will not be responsible for any loss of any of Customer’s data, “downtime,” loss or corruption of other software program files, or any other loss associated with the provision of dial-in or remote access services, whether arising in contract, tort, negligence, strict liability, products liability, or otherwise.  Customer must comply with the remote access terms of Exhibit 1.  This Customer obligation shall continue for so long as Customer makes any use of the DTA Software.

 

8. PRACTICE OF MEDICINE. Anything in this agreement to the contrary notwithstanding, Customer acknowledges and agrees that DTA is not engaged in the practice of medicine, and is not determining appropriate use of any of the DTA products and services that are, or may be, offered pursuant to this Agreement. Customer shall defend, indemnify and hold forever harmless, DTA and its officers, agents, employees and third-party suppliers from and against all claims, actions, proceedings, damages, losses, liabilities and expenses, including reasonable attorney fees, arising from any claim

 

9.        WARRANTY

9.1.     Warranties.  DTA warrants that, during the one-year period following the Delivery Date, the DTA Software and Hardware will substantially conform to the Documentation when used by the Customer in a manner that is consistent with the Documentation.  DTA does not warrant that the Software or Hardware described herein will meet Customer’s requirements.  Customer’s sole and exclusive remedy for a breach of the foregoing warranty will be, at DTA’s option, to repair or replace the non-conforming DTA Software and/or Hardware or return any payments Customer paid for the non-conforming DTA Software and/or Hardware and terminate this Agreement.  This warranty will not apply and DTA will be neither obligated nor responsible to repair, replace, or grant a refund with respect to any DTA Software or Hardware that does not conform to its Documentation as a result, in whole or in part, of one or more of the events indicated in Paragraph 12.5 (Limitations & Exclusions).  This warranty is applicable only for new DTA Software licenses purchased pursuant to this Agreement or by Subsequent Order.

9.2.     Warranty Limitations.  Other than as expressly set forth in this Agreement, DTA does not make any express or implied warranties to CUSTOMER, with respect to the software, the documentation, or any services provided hereunder or otherwise regarding this Agreement.  Without limiting the foregoing, any implied warranty of merchantability, infringement and fitness for a particular purpose are expressly excluded and disclaimed.

 

10.      BLANK SECTION

 

11.      Limitation of Liability.

11.1.   Limitation of Remedy.  In no event will DTA or any Third Party Software provider be liable for any special, indirect, incidental, speculative, punitive or consequential damages or loss of goodwill in any way relating to this Agreement or resulting from the use of or inability to use the products or the performance or non-performance of any services, including, without limitation damages for loss of profits, data or use incurred by Customer or any third party, even if DTA has been notified of the possibility of such damages.

11.2.   Maximum Liability. IN NO EVENT WILL DTA’S LIABILITY AND ANY THIRD PARTY SOFTWARE PROVIDER’S LIABILITY FOR ANY COSTS, EXPENSES, OR DAMAGES TO CUSTOMER OR ANY THIRD PARTY, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE, EVER EXCEED THE AMOUNT RECEIVED BY DTA FROM CUSTOMER DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE DTA RECEIVES NOTICE OF THE CLAIM.

11.3    Corporate Authority.  Customer represents: i) it is a Limited Liability company, validly existing, in good standing under the laws of its state of organization, ii) it has all requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement; and iii) the execution, delivery and performance of this Agreement has been duly authorized.  Customer is a sophisticated purchaser and acknowledges and agrees that the allocation of risks in this Agreement are reflected in the amounts due from Customer and other charges provided under this Agreement, that DTA is unable to test the Software under all possible circumstances, that DTA cannot control the manner in which Customer shall use the Software, and that the allocation of risks under this Agreement are reasonable and appropriate under the circumstances.

 

12.      SUPPORt.

12.1.    Point of Contact and Support.  Customer will appoint one of Customer’s adequately trained employees to clear all support requests and serve as the primary point of contact with DTA.  Customer will appoint a second qualified employee as a backup.  Either employee will be responsible for contacting DTA for support services.

12.2    Support Service. During the Term and any Renewal Term, DTA will provide telephone support for the DTA Software and Hardware in accordance with the procedures and subject to the constraints of Exhibit 2 to Customer’s adequately trained personnel to report Errors in the Supported Software/Hardware and to seek assistance with regard to such Errors, use reasonable efforts to correct any Error, and; provided Updates (as defined below) are included on the quotation then DTA will also provide Updates.  Support does not include training of Customer’s personnel.  The failure of Customer to pay DTA will allow DTA to invoke the remedies set forth in paragraphs 3.2 and 4.3 of this Agreement.  In the event Customer elects not to renew Support Service, Customer acknowledges that Customer will not be entitled to any Updates; there are risks in using the DTA Software and Hardware without Support Service; and DTA makes no representations or guarantees about the ability of Customer to subsequently receive Support Service or as to the cost of such Software Support Service.

12.3.   Support for Third-Party Software.   Support Service will not include support for any Third-Party Software unless support for such software is indicated in this Agreement or in a Subsequent Order, and Customer is paying an applicable.

12.4.   Updates.  “Update” means a modification or enhancement to the Supported Software only that is generally provided by DTA or the Third-Party Software provider to all Customers of the DTA Software as part of the DTA standard software support.  Updates do not include new modules added to the existing DTA Software, or new, separately marketed software.  DTA will provide all Updates to currently licensed DTA Software if and when made available to other customers if Customer is current on Customer’s Support Fee or under warranty.  All such Updates will be subject to the terms and conditions of this Agreement.  Updates may require additional hardware and/or software to be purchased or licensed at Customer’s expense.  If DTA notifies Customer that the Update is mandatory for the continued provision of Support Service, Customer agrees to install such Updates in a timely manner.  Failure to install the Update will be a material default.  DTA makes no warranties or representations regarding the frequency of Updates or the extent to which Updates are made available at all.  Updates do not necessarily update Software customizations, if any, unless Support for such Software customizations is specifically addressed and itemized in the quotation, or a Subsequent Order.

12.5.   Limitations & Exclusions.  DTA will not be responsible for providing Support Service relating to the following:  (a) problems that result from Customer’s improper use of any software or hardware; (b) problems caused by changes, alterations or revisions made by Customer or on Customer’s behalf (other than by DTA); (c) problems caused by Customer’s data, network, operational or other environmental factors not within the direct control of DTA; (d) third party databases; (e) software customizations;  (f) any use of the Software in violation of this Agreement; and (g) support related to any problems or errors caused directly or indirectly by any hardware not in accordance with DTA specifications.  Customer will reimburse DTA for all reasonable expenses incurred and time spent in responding to any maintenance or support claims arising from the foregoing, repairing any of Customer’s alterations or revisions to the Software and correcting problems or other defects resulting from the occurrence of one or more of the events described in the items above.  Such services will be invoiced to Customer at DTA’s then current time and material rates.  In addition, Customer is obligated to continuously back up its data, programs and files.  Customer is obligated to fully test the DTA software within their environment prior to initial go-live and subsequent to any updates, upgrades, system crashes or outages, or backups.

 

13.      DELIVERY, INSTALLATION, AND TRAINING.

13.1.   Delivery.  After execution of this Agreement, DTA will arrange for a date to deliver the Software and/or Hardware to Customer. The Delivery Date is the earlier of the date DTA or its designee tenders the DTA Software and Hardware to the carrier for shipment or the date DTA electronically transfers the DTA  Software to Customer.  In the event Customer already has access to the Software, the Delivery Date shall be the Effective Date.  Standard shipping is Ground, FOB ORIGIN, Destination Freight Prepaid and Charged Back.

13.2.   Installation services.  The terms in this section apply only to the extent these services are included in this Agreement or a Subsequent Order.  Provided Customer has complied with any specifications that DTA may provide to Customer and the other terms of this Agreement, DTA will install the Software and Hardware.  DTA will contact Customer to review Customer’s installation. DTA may assign a project coordinator who will serve as a single point of contact during this process.  Customer is obligated to pay the amount that has been billed for products and services delivered or provided to date regardless of the stage of Customer’s implementation.

DTA shall perform a pre-installation review and may provide Customer with recommendations, data requirements and requests, technical requirements, dates and timeframes, for proper installation.  To the extent that Customer has not provided appropriate facilities, hardware, requested documentation, requested data files, and Internet connections that have been installed and established in full working order (as determined by DTA), DTA will not be obligated to conduct installation until Customer has provided such.  Customer is responsible for coordinating with any other vendors regarding interfaces or data migrations and is responsible for any associated costs.

Installation of the Software and Hardware is a joint process between Customer and DTA.  Customer delays in acquiring or configuring necessary interfaces to other Customer systems, or delays in other tasks assigned to Customer.  Notwithstanding anything to the contrary in this Agreement, Customer acknowledges that delays in performance by Customer or its failure to perform, assist, or cooperate may cause delays in performance by DTA, and may result in an increase in the applicable fee(s), if any, and that DTA will not be liable for any such delays in performance caused by Customer

13.3.   Training. DTA will provide Customer a training session or sessions only if such training is included in this Agreement, in order to train Customer’s employees in the operation of the DTA Software. The fee for these services is listed in this Agreement.  Customer agrees to pay for scheduled training services at the rate set forth in this Agreement if not cancelled at least 30 days in advance of the training date.  Additionally, in the case of on-site training cancellations, Customer will reimburse DTA for the cost of any non-refundable airline tickets purchased in advance for the express purpose of training Customer, regardless of the cancellation date.  On-site training is based on consecutive days at a single location. Any additional training beyond that listed herein will be quoted at then current rates and billed separately.

13.4.   Installation and/or Conversion Fees.  The terms in this Section apply only to the extent these services are included in this Agreement or a Subsequent Order.  Installation and/or conversion services are not included in the total amount owed unless specifically listed.  Customer shall be responsible for obtaining certain information and assistance from third parties doing business with Customer, including, but not limited to, delivering live sample data on the transfer medium, format and file structure as, and when, designated by DTA in order for DTA to perform the work herein (e.g. data conversion and system interfaces).

 

14. NON-SOLICIT. During the Term or Renewal Term and for a period of one (1) year after termination, neither party shall solicit the employment of any employee of the other party with whom the other party had contact in connection with the relationship arising under this Agreement.

 

15. If requested DTA shall make available a copy of any and all applicable source code in escrow in the event that DTA no longer directly or indirectly supports or provides the software quoted under this contract. The cost of this escrow shall be borne by the CUSTOMER.

 

 

End of Terms and Conditions.

 Signature lines on following page.

 

 

 

 

The Terms and Conditions, and the Schedule(s) (with attachments) attached hereto are made a part hereof. Customer’s signature below will indicate acknowledgment and acceptance of the contents of this Agreement including the Terms and Conditions, the Schedules and any other attachments hereto.

 

 

Customer                                                             Desktop Alert Inc.

 

____________________________________________              ________________________________________________________

Signature                                                                                          Signature

____________________________________________              ________________________________________________________

Print Name                                                                                       

____________________________________________              Desktop Alert Inc.

Corporate Title                                                                                

____________________________________________

Corporate Tax ID Number                                                             

____________________________________________              ________________________________________________________

Date

 

 

 

 

 

 

 

 

 

 

Exhibit 1

CUSTOMER SUPPLIED THIRD-PARTY SOFTWARE REQUIREMENTS

 

For Server Component Hardware:

1. Any Third-Party Software components required for DTA Software options
2. Any Third-Party Software required to support the customer selected communication protocol for use in establishing secure communications over the Connection
3. If not included above, any standard or custom server software that Customer requires in its network environment

 

 

For PC Component Hardware:

1. Microsoft Operating System Windows XP Microsoft Explorer V6.5 or later.
2. If not included above, any standard or custom client software that Customer requires in its network environment

 

 

Remote Access Requirements:

Customer shall provide DTA with a connection to Customer’s on-site server that will host the Server Component via a high speed connection. A modem based 56K dial-up line is not deemed to be a high speed connection for the purpose of enabling DTA to provide Software Support Services to Customer.

 

 

 

Exhibit 2

DTA General Assumptions

As part of this agreement DTA makes the assumptions listed below:

 

1. 1. There is an active Ethernet network in place. This includes, but is not limited to:
2. Ethernet cables are CAT5e or better.
3. All cables are pulled and terminated
4. All cables have been tested.
5. All equipment is within reach of network jacks.
6. There is a network switch in place and online.
7. The switch has sufficient capacity for all connections
8. The switch is 100MB/s or better
9. If WAN or Internet access is desired, there is a gateway router in place and online.
10. The router is configured to allow access to all desired WAN links.
11. All links have been tested and are stable.

iii. All DTA required ports are opened and/or forward to their appropriate settings per the “Network Implementation”

document provided by DTA.

1. The establishment of the static IP address is the responsibility of the customer
2. The acquisition of an internet Domain Name for us as a URL and its registration is the responsibility of the customer.

 

2. There is an adequate server environment for the implementation of any DTA supplied server.
3. If the server is a rack mount server, there is a four post rack in place with available space to house the server.
4. If the server is a tower that there is available floor or shelf space to house the server. The stacking of servers directly

on top of one another is not considered as shelf space. Each server is to have its own shelf to allow for future access in the event that the server may require service or maintenance.

1. The server area is environmentally controlled to maintain proper temperature, humidity, and cleanliness.
2. The server area is secured to prevent theft, damage, or malicious activity from endangering the server.
3. The server area is sufficiently large enough to allow for access and servicing of DTA equipment.

 

3. The customer has full access and control over the network, domain, peripheral devices, and computers.

 

4. There is sufficient electrical power available for any DTA supplied equipment.

 

5. The customer will be available and responsible for the acceptance of all deliveries of hardware.

 

6. Any hardware that is delivered to the customer will be maintained in a secured environment.

 

7. The customer has basic computer and Microsoft operating system knowledge.