AppHelp Terms of Service

Last updated on August 12, 2021

Thank you for choosing AppHelp by AppDirect. These Terms of Service (“Terms of Service”) describe the terms and conditions under which AppDirect Inc. (together with its affiliates, licensors, partners and contractors, including their respective successors and assigns, referred to as “AppDirect”, “we”, “us” or “our”) enables a certain entity having contracted the Services (the “Customer”) to access and use its AppHelp technology support services (the “Services”). The Services may be accessed by the Customer directly, or by its employees or other authorized users acting on its behalf (each a “User”).

These Terms of Service remain subject to the subscription services agreement entered into by you and AppDirect.

Scope of Services
1. Scope of Services. The Services may be provided by telephone, chat, through our websites or over a remote connection to the Customer’s computer or other supported device(s) (each a “Device”). As part of the Services, AppDirect (or our partners and contractors acting on our behalf, as further described below) will use commercially reasonable efforts to resolve technology-related issues covered by the scope of Services, or as described on our website dedicated to the AppHelp Services (the “Website”) and other relevant documentation that may be provided to the Customer from time to time. While we will attempt to help our customers address as many technology issues as possible, due to the variety and the complexity of technologies available on the market, we may be unable to resolve certain issues. This may include, for example, problems that arise as a result of software or hardware errors not yet fixed by the product manufacturer, or problems related to the Customer’s Device configuration which makes it impossible or unreasonably difficult for us to properly diagnose such Device and solve the problem. As such, we do not guarantee that we will solve all the issues identified by the Customer or that those issues will be solved in a timely manner.
2. Purchase and Service Options. The Customer may access the Services by purchasing a relevant subscription (“Subscription”) or single assistance service coverage (“Single Assistance”), based on the Customer’s needs (each a “Service Offering”). Details on pricing and the scope of services included in each Service Offering is provided on our Website and other relevant documentation. The Services may also be purchased over the phone, by chat, or through our partners. For purchases done through channels other than on our Website and other relevant documentation, pricing information, as well as a summary of the service scope, will be provided to the Customer over such channel.
3. Business HelpDesk Services. Business HelpDesk Service Offerings cover the provision of premium technology support to Customers and their Users for a vast variety of issues. IT Helpdesk Services are available as a Subscription as well as Single Assistance. As part of the IT HelpDesk Service Offerings, our agents will use commercially reasonable efforts to resolve technology issues experienced by the Customer (or its Users) to the extent that they are covered by the scope of the relevant Service Offering.
4. Migration Services. Productivity Suite migration services (“Productivity Suite Migration Services”) are specialized Service Offerings available to the Customers. As part of the Productivity Suite Migration Services, AppDirect will use commercially reasonable efforts to assist the Customer migrating from the Customer’s current supported electronic mail service to a new, supported, cloud email environment, the whole as further described on our Website and other relevant documentation.
5. Onboarding Services. Certain Service Offerings include specialized Services of onboarding the Customer and its Users to third party solutions. More specifically, the “Cloud App Onboarding” Service Offering covers onboarding to third party cloud-based software (each a “Cloud App”) and the “Productivity Suite Onboarding” covers onboarding to the Productivity Suite of the Customer’s choice. As part of the Onboarding Services, AppDirect will use commercially reasonable efforts to assist the Customer in setting up and beginning to use supported Cloud Apps and Productivity Suites, the whole as further described on our Website and other relevant documentation.
6. Group Training Services. Certain Service Offerings include specialized User training Services. More specifically “Cloud App Group Training” covers training with respect to Cloud Apps, while the “Productivity Suite Group Training” covers training on the Productivity Suite of the Customer’s choice . As part of the Group Training Services, AppDirect will use commercially reasonable efforts to assist the Customer’s Users in learning about the core features and functionality of the supported Cloud Apps and Productivity Suites, the whole as further described on our Website and other relevant documentation.
7. Access to the Services. In order to access and use the Services, the Customer may be required to provide, at its expense, the necessary compatible Device(s), operating system and internet connections. Depending on the selected Service Offering, we may impose limits on the number of uses, Devices and/or Users in association with which the Services may be provided. Note that the Services availability may vary based on the geographic locations, maintenance or service disruptions, as well as other reasons. We may, at any time, without prior notice or any liability, restrict the Customer’s and/or any of its Users’ access and use of the Services, or to limit their time of availability, in order to perform maintenance activities, to maintain session control or for other reasonable grounds.
8. Remote Support. Generally, the Services are provided over a remote connection to the Customer’s supported Device(s), which enables us to perform most of our Services. This may include, without limitation, running scripts on the Customer’s Devices, making changes to their configuration, installing and uninstalling software, and making other changes to the hardware and/or software settings of such Device(s). The Customer acknowledges that we may, but are not obligated to, install and remove various proprietary or third party software tools where we deem necessary to do so to assist the Customer with the issue it is experiencing or in delivering the Service. Elements of such software are protected under copyright, trade secret, unfair competition, and other laws. The Customer acknowledges and agrees that, by authorizing AppDirect to establish a remote connection session, the Customer grants AppDirect (or our partners and contractors acting on our behalf) full and/or limited access to the Customer’s Devices and network (depending on the Customer’s Device and Network configuration), and authorizes AppDirect to make such modifications as described above or otherwise provided in these Terms of Service, on our Website or other relevant documentation.
9. Changes to Scope of Services. As the technology world continues to evolve, we adapt the scope of our Services. As such, we may, from time to time, make changes to the scope of Services, at our discretion and without notice.

Service Delivery Conditions and Limitations
1. Customer Responsibilities. By accessing and using the Services, the Customer represents and warrants to AppDirect that, prior to requesting the Services, the Customer ensured that:
  1. any and all information, data, text or other materials and software stored on its Devices and other hardware in relation to which the Services are sought, are fully backed up;
  2. it owns, has a license for, or has obtained necessary permission from the rightful owner or license holder of any Device or software in relation to which the Services are being sought. The foregoing includes, without limitation, any licenses or hardware that could be required in order to allow the Customer’s current information systems to operate properly with any Cloud Apps or Productivity Suites;
  3. it possesses or has obtained all necessary permission and authorizations to access and use the Services in a manner described in these Terms of Service, on our Website and other relevant documentation, and to be bound by and comply with its obligations hereunder;
  4. it has obtained and will obtain all required consents and authorizations from its Users, as may be required for the provision of certain Services, such as, without limitation, the Productivity Suite Migration, Productivity Suite Onboarding, Productivity Suite Group Training, Cloud App Onboarding and Cloud App Group Training Services;
  5. it has taken and will take all other steps as may be necessary to ensure that AppDirect’s provision of the Services complies with any applicable local, provincial, state, national and other laws and regulations, as well as any contractual restrictions, including, without limitation, obtaining necessary consents and authorization from Users to allow AppDirect to access and use such Users’ email and system credentials, as the case may be, as well as obtaining consents and authorization from vendors or licensors of any third party software or hardware with regards to which the Services are being sought. For clarity only, the Customer alone is responsible for determining if the Customer requires additional authorizations from such third parties in order for AppDirect to provide its Services, to acquire such rights;
  6. iit grants AppDirect full consent, authorization and permission to provide the Services, to sign up the Customer to third party services as may be required to provide the Services, and as such binding the Customer to their respective terms and conditions, as the case may be, as well as to make changes to various service accounts that the Customer has with third party service providers (including without limitation as part of Onboarding Services and Productivity Suite Migration Services), and the Customer further represents and warrants that it has the full power and authority to grant such consent, authorization and permission;
  7. to the extent that we provide Services with regards to any third party software or hardware, the Customer must ensure that it complies with the terms and conditions under which it has purchased or licensed such third party software or hardware, and that the provision of the Services in association with such third party software or hardware will not result in cancellation or voiding of manufacturer warranty associated with such software or hardware;
  8. iit does not and will not use the Services for any purpose that is unlawful, fraudulent or contrary to these Terms of Service, and it will fully cooperate with us to investigate any suspected or actual unlawful, fraudulent or improper activity related to the Services;
  9. it has provided or will provide to AppDirect in a timely manner accurate and complete information, as requested by AppDirect, that may be necessary to enable AppDirect to provide its Services;
  10. it (including all of its Users) fully cooperate with AppDirect and follow AppDirect’s instructions so as to enable AppDirect to provide the Services to the Customer in a timely and accurate manner.
2. Acknowledgement of Responsibilities. The Customer hereby acknowledges and agrees that all of the obligations set forth herein are to be borne solely by the Customer (and to the extent applicable, by the Users), and that AppDirect make no representation or warranty, and shall have no liability for any damages arising out of the Customer’s (including any of its Users’) breach of any of the foregoing.
3. Not a Replacement for Other Support. The Customer hereby acknowledges and agrees that the Services are not intended to replace the more advanced technical support that may be available from software, hardware or other product manufacturers or their authorized representatives. In certain cases, we may defer support issues to the manufacturer or seller of the Customer’s hardware or software.
4. General Scope Exclusions. Unless expressly stated otherwise on our Website or other relevant documentation, the scope of Services excludes: (i) training on hardware or software use (except to the extent covered by the scope of Onboarding Services or Training Services); (ii) computer programming; (iii) software development; (iv) hardware repair or replacement; (v) support for Windows® 2000 and earlier versions of Windows; (vi) support for Mac operating systems earlier than OS X; (vii) support for Unix, Linux and derivatives; (viii) support for any software or hardware that was and/or is not commercially available or is obsolete, or any unlicensed software; (ix) problems or issues arising out of any impermissible or unauthorized use or modification of a product or service; (x) server, third party business applications or data center hosting support; (xi) fraud protection; (xii) mobile jailbreaking, rooting or unlocking; (xiii) cabling support or instructions for devices that need to be physically connected to one another through cables (excluding printers); (xiv) anything outside the scope of remote Device support, such as where a visit to a the Customer’s premises would be required to resolve the issue at hand, given the Services cover remote support only and no level of on premise support is included, (xv) problems that may and do result from: (a) external causes, such as accident, abuse, misuse, or problems with electrical power; (b) usage that is not in accordance with product instructions provided by the manufacturer; (c) failure to follow the product instructions provided by the manufacturer or failure to perform preventive maintenance; or (d) problems caused by using accessories, parts, or components not compatible with the product, or (xvi) the Customer’s (including the Users’) non‑compliance with the AppDirect technician instructions for resolving the issue.
5. Subscription Commitments. Unless otherwise expressly stated on the Website or other relevant documentation, Subscriptions require a minimum twelve (12) month subscription commitment from the Customer with respect to each User Subscription.
6. Single Assistance Limitations. All Single Assistance Services expire within three (3) months from the date of their purchase, and therefore must be used prior to such expiration date. No refund will be issued for unused Single Assistance purchases. Single Assistance is available on the one-time or one-session basis, with no continuous subscription commitment. Single Assistance Services generally address a single, specific, discrete problem for which we will attempt to isolate the origin (each, an “Incident”), but may also include follow-ups, as reasonable and necessary, regarding that Incident. AppDirect, in its sole discretion, will decide what constitutes an Incident. An Incident will be considered resolved when the Customer receives one of the following: (i) information or advice that resolves the Incident; (ii) information on how to obtain a software solution that will resolve the Incident; (iii) notice that the Incident is caused by a known, unresolved issue or an incompatibility issue; (iv) information that the Incident can be resolved by upgrading to a newer release of a hardware or software; (v) notice that the Incident has been identified as a hardware equipment issue; or (vi) if the Customer cannot, or elects not to, pursue the course of action we recommend. Once an Incident is resolved, the Customer may contact AppDirect again and obtain assistance solely on the same Incident for up to a maximum seven (7) days following the initial resolution of the Incident, at no additional charge. After such period, the Incident will be considered resolved and closed. Once an Incident has been closed by AppDirect, any further calls or requests for assistance will be considered new Incidents and additional fees will apply.
7. Additional Requirements for Migration, Onboarding and Group Training Services. In order for AppDirect to provide its Migration, Onboarding or Group Training Services, the Customer acknowledges and agrees that, in addition to the other Service delivery requirements set forth herein, the Customer will be first required to (i) purchase from an authorized distributor or reseller the relevant third party Cloud App or Productivity Suite subscription, as applicable; as well as to (ii) provide to AppDirect relevant login / credential information as may be necessary for AppDirect to access such third party services on behalf of the Customer. AppDirect will treat all such login / credential information of the Customer as the Customer’s Confidential Information.
8. Limited Refund Policy. Unless otherwise expressly stated on our Website, the Single Assistance Services are covered by a seven (7)‑day ‘no fix, no fee’ limited fee refund policy, under which AppDirect may, at its discretion, agree to refund to the Customer the fees paid to AppDirect for the Single Assistance Service, where AppDirect has been unable to resolve the issue. All such refunds shall be requested within no later than seven (7) days from the date of the completion of the Services provided as part of such Single Assistance. In the event where AppDirect terminates the Customer’s Subscription prior to the expiration of the term of such subscription, AppDirect further agrees to refund to the Customer the fees paid by the Customer for such Subscription, on pro-rated basis until the original expiration date, except for termination in the events described in section 5.2(iii) below, in which chase no refund will be issued by AppDirect to the Customer.
9. Fair Use and Service Limitations. Although certain Subscriptions may not impose restrictions with regards to the frequency or the number of times a Customer may use the Services, all Subscriptions provided by AppDirect are subject to our fair use policy. As such, we may, at our sole discretion, suspend, limit or terminate a Customer’s Subscription at any time without further notice. We may also, at any time and without prior notice to the Customer, limit, suspend or end the Customer’s access or use of the Services, in whole or in part, if we deem that the Customer (or any of its Users) violates these Terms of Services or the law, or based on other reasonable grounds, as determined by us at our sole discretion. The Customer understands that by doing so, we will not be liable to the Customer or any other person for any inconvenience, losses or damages whatsoever.
Licenses, Intellectual Property Rights and Third Party Tools
1. Third Party Software. In order for us to help the Customer address certain needs, we may use specialized software tools and applications licensed to us by third parties (“Third Party Tools”). In certain cases, the Customer may be required to enter into separate terms of service agreement with the licensors and/or distributors of such Third Party Tools to enable AppDirect to provide its Services. The Customer hereby acknowledges and agrees that, should the Customer refuse to enter into necessary licensing or service agreement with such the licensors and/or distributors of such Third Party Tools upon AppDirect reasonable request, AppDirect may not be able to provide its Services, in whole or in part, as requested by the Customer. In any event, while AppDirect may rely on such Third Party Tools to provide the Services to our customers, AppDirect makes no representations and provides no warranties, express or implied, with regards to any such Third Party Tools, and, notwithstanding anything to the contrary, shall have no liability for any and all damages that may be caused to or incurred by the Customer (including any of its Users) or third party from it or their use of such Third Party Tools by AppDirect in its performance of the Services hereunder, nor for any damages related to or arising out of the Customer’s compliance of failure to comply with the terms and conditions of such terms of services between the Customer and the licensors and/or distributors of such Third Party Tools.
2. Third Party Offering Recommendations. As part of the Services, AppDirect may suggest that the Customer subscribes or otherwise acquires certain third party software or services that AppDirect believes would help the Customer meet its needs. However, unless expressly stated otherwise, we do not endorse, promote or guarantee any such third party software or service, or its content. We provide such suggestions for the Customer’s convenience only. The Customer hereby acknowledges and agrees that AppDirect may not be held responsible for any such suggestion, or decisions that the Customer may make further to such suggestions, nor for any information, content service or software made available, provided, controlled and/or operated by third parties. We do not make representations and give no warranties whatsoever with regard to these suggestions, or the completeness, accuracy, merchantability, quality or fitness for a particular purpose of any such third party offerings.
3. Privacy. We respect our customers’ privacy. In order to be able to provide the Services, we may need to access, collect and store certain personal information. We may also need to share such information with our licensors and partners who assist us in providing the Services. Our collection, use and disclosure of personal information in connection with the Services is governed by the terms of our privacy policy (“Privacy Policy”). The Privacy Policy is an integral part of these Terms of Service, and is incorporated herein by reference. The Customer’s acceptance of these Terms of Service will also signify the Customer’s acceptance of the terms and conditions of the Privacy Policy.