Supplemental Terms – Maintenance and Support for Verifone Software
If you have subscribed for Maintenance and Support Services for particular Software in an applicable Order Form, Verifone will provide maintenance and support services described herein during the period subscribed.
1. Maintenance and Support. Verifone’s provision of maintenance and support services to you is subject to Verifone’s receipt of payment of all fees specified on the applicable Order Form.
2. Software Updates. Verifone will provide you with the updated versions of the applicable Software if, when, and as such software updates are made generally available by Verifone (collectively, “Software Updates”). Software Updates may include some or all of the following: (i) Error Corrections (as defined below), (ii) security updates, (iii) legal or compliance updates mandated by the payment card brands, (iv) Feature Enhancements (as defined below), and (v) other enhancements or modifications made in Verifone’s discretion. Under no circumstances will Verifone be required to backport features included in a Software Update into a prior version of the Software.
3. Supported Versions. Verifone will provide Maintenance and Support only for Supported Versions of the applicable Software and shall not be responsible or liable in the event that you, or any other party, fails to update any Software to a Supported Version. “Supported Version” of Software shall mean:
(a) with respect to Payment Application Software, the current version of the Software and any version released by Verifone within the preceding eighteen months, where “Payment Application Software” means Software developed by Verifone that facilitates the processing of electronic payment transactions and where Verifone has certified the Software with the applicable payment processor; and
(b) with respect to other type Software types, the current and the immediately preceding minor version of the Software. Assuming a convention of major.minor.bugfix.hotfix (M.m.b.h), if 4.6.b.h is the current version of a Software, version 4.5.b.h will also be a Supported Version until such time as Verifone releases version 4.7.b.h. Refer to Section 5 (Error Corrections) below.
4. Feature Enhancements. You may request that Verifone add one or more Feature Enhancements to the Software. In the event of such a request, the Parties shall document the desired Feature Enhancement(s) and any related terms, including any fees for Verifone’s development efforts, in a Statement of Work or other written document. Verifone reserves the right to charge such fees as it deems appropriate, including one-time development fees and/or increases in your Maintenance and Support Fees, as agreed in the applicable Statement of Work. Except as may be agreed in a Statement of Work duly executed by both parties, Verifone is not under any obligation to develop any Feature Enhancements requested by you. As between the Parties, Verifone shall own all right, title, and interest in any deliverables provided under a Statement of Work, including any Feature Enhancement embodied in the Software. For purposes hereof, “Feature Enhancement” means (i) a functional improvement or change, (ii) support for an existing or new product or service, (iii) new EMV kernels or certifications, or (iv) any other modification or addition that, when made to the Software, materially changes its utility, efficiency, functional capability, or application.
5. Error Corrections. In the event that Verifone determines that a reported Program Error requires an Error Correction, Verifone shall promptly initiate work in a diligent manner toward development of the Error Correction in accordance with its relative severity. Verifone shall not be responsible for correcting Program Errors in any version of the Software that is not a Supported Version.
(a) With respect to any Severity 1 (Critical) Program Error on a Supported Version of Software that you have released into production, Verifone will (i) provide the Error Correction to the applicable Supported Version through a means determined by Verifone and (ii) include the Error Correction in subsequent Software Updates.
(b) With respect to other Program Errors, Verifone will include the Error Correction in a subsequent Software Update, and you will be required to upgrade to such Version to receive the applicable Error Correction.
For purposes hereof:
“Error Correction” means either a modification or an addition that, when made or added to the Software, causes the Software to function substantially in accordance with its previously published specifications, or a procedure or routine that, when observed in the regular operation of the Software, eliminates the practical adverse effect of the failure of the Software to function substantially in accordance with such specifications.
“Program Error” means a reproducible defect or combination of defects in the Software that results in a failure of the Software to function substantially in accordance with its previously published specifications.
“Severity 1 (Critical)” means a production incident that renders a business-critical software component or interface inoperable across the enterprise with no acceptable workaround; you are unable to use production systems.
6. Support for Discontinued Devices. Following the discontinuation of a particular Device model, Verifone will no longer provide Maintenance and support for the Software for use on or with the discontinued Device. Your continued use of the Software on or with such Devices is otherwise at your own risk, and Verifone disclaims, and you release Verifone from, any liability resulting therefrom.