Professional Services Addendum
This DataLakeHouse Professional Services Addendum (“Addendum”) forms part of the Agreement between Customer and DataLakeHouse and applies to Professional Services that Customer purchases. All capitalized terms shall have the meaning given to such terms in the Agreement unless a different meaning is provided in this Addendum. If there is a conflict between this Addendum and the Agreement, this Addendum shall control.
1. DataLakeHouse Consultant(s).
1.1 DataLakeHouse may choose to change any personnel assigned to Customer’s account for the delivery of Professional Services at any time for any or no reason. If Professional Services are performed onsite, DataLakeHouse may update the date and/or location at any time, regardless of whether a date and/or location is specified in the Agreement. If DataLakeHouse updates the date and/or location after purchase, DataLakeHouse shall notify Customer.
1.2 If a Consultant is required to travel abroad in the course of the delivery of the Professional Services, DataLakeHouse shall be responsible for any necessary insurances, inoculations and immigration requirements.
1.3 Customer consents to the use of subcontractors detailed in the Order Form for delivery of the Professional Services (if any) (“Permitted Subcontractor(s)”), and any such Permitted Subcontractor will constitute an authorized subprocessor for purposes of any Data Processing Addendum or Agreement (“DPA”) in place between the parties for purposes of the Professional Services. Terms applicable to Subprocessors under the DPA will apply to the engagement of, and provision of Professional Services by, the Permitted Subcontractor.
2. Consumption Rules.
2.1 The following rules (“Consumption Rules”) shall apply to the consumption of hours from any Pool of Hours detailed in the Agreement:
2.1.1 Each hour worked will consume one (1) hour from the Pool of Hours, except that each hour worked on weekends and DataLakeHouse holidays will consume two (2) hours (subject to DataLakeHouse’s pre-approval).
2.1.2 Any hours not consumed during the term or other consumption period applicable to the Professional Services shall expire. If no expiration date is specified in the Order Form, then all hours shall be consumed 60 days from the date of Order Form execution.
3. Customer Responsibilities and Assumptions.
3.1 Customer will, or will provide, the following:
3.1.1 Understand any internal management and visibility requirements to ensure all configuration performed by DataLakeHouse will meet requirements and objectives;
3.1.2 Provide direction to DataLakeHouse in writing on objectives and prioritization, as well as of any desired material changes to the scope of the Professional Services;
3.1.3 Timely access to accurate and complete information relating to the Professional Services (as reasonably requested by DataLakeHouse);
3.1.4 Where Professional Services are being provided at a Customer site, provide adequate workspace, network connectivity and intranet access. VPN access to Customer’s internal network, from the Consultant’s laptop, is required in order to provide the Professional Services;
3.1.5 Ensure that all software provided by Customer in connection with the project is properly licensed to Customer, and that it has all active, paid subscriptions for the applicable DataLakeHouse software and services;
3.1.6 Install DataLakeHouse code on the applicable Customer or third-party application(s) and provide access to Customer’s DataLakeHouse subscription and such application(s) as needed to provide the Professional Services;
3.1.7 Engage in validation activities and conduct any testing reasonably recommended by DataLakeHouse;
3.1.8 DataLakeHouse will not modify Customer or third-party application code; and
3.1.9 Implementation and training sessions (if any) will have no more than ten (10) attendees unless otherwise set forth in the applicable Order Form.
Customer will pay reasonable and documented out-of-pocket expenses incurred by the Consultant(s) associated with work performed onsite (such as travel, lodging, food and transportation). Expenses will be invoiced at least monthly and are due and payable as set forth in the Order Form.
Any documentation or other materials provided by DataLakeHouse to Customer in connection with the Professional Services will be owned by DataLakeHouse and hereby is licensed to Customer for its internal business purposes in connection with, and during the term of, the underlying DataLakeHouse software and services.
If the Professional Services are not complete due to Customer’s failure to make resources available or otherwise perform its contractual obligations, DataLakeHouse shall consider the Professional Services complete at the end of the relevant term or other consumption period applicable to the Professional Services.