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Company Cortex Services v0

Company Cortex Services v0

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Published by Andaleeb Mudasira

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Published by: Andaleeb Mudasira on Jun 16, 2011
Copyright:Attribution Non-commercial


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Service ProviderProfessional Services Agreement betweenEMS-Cortex Ltd and[Company]
 EMS-Cortex Professional Services AgreementPage| 2Initials:EMS: _________________ Service Provider: _________________ 
 Agreement dated:[Day Month Year]
This Service Provider Professional Services Agreement is between[Company]
(“the Service Provider”,“Customer”, “Client”, “you” or “your”) and
EMS-Cortex Limited
(“EMS” , “we”, “our” or “us”).
This agreement sets out the framework for the delivery of software-related services includingimplementation, configuration, development and other services. All pricing is as per the pricing documentsin Appendix A. These must be initialled and returned with the contracts.
Operative Part
What comes first - priority in the documents
We use this agreement in concert with other documentation. In the event of a conflict between one ormore of these documents, the conflict will be resolved by giving priority to the document highest on thefollowing list:
Any Special Conditions Addendum;
This Agreement; and
The Statements of Work.
and any Software customisation work undertaken by EMS under the Services Agreement, licensedto Service Provider
 EMS-Cortex Professional Services AgreementPage|
 Initials:EMS: _________________ Service Provider: _________________ 
If things go wrong
Dealing with problems in the future requires us both to acknowledge today that we may be faced withchallenges that have no easy answers. If we find ourselves in that situation those problems will be resolvedby us both:(a)
communicating with each other on the problem;(b)
committing to a plan of action; and(c)
acting with good faith and best endeavours.This agreement sets out in detail how the process of resolving problems (including termination) isundertaken.
Finding out what a Special Term means
These terms and conditions contain many definitions. Defined words or phrases and the rules governinghow this agreement is to be interpreted are set out in clause 1. You will know when a term is a definedterm because the term is capitalised.
Definitions and Interpretation
In this agreement, unless the context requires otherwise:
means this Service Provider Professional Services Agreement and all Statements of Work agreedand signed off between the parties.
Business Day 
means any day other than a Saturday or Sunday or statutory holiday in Auckland, NewZealand;
Change Variation
means any request made by either
to the
for any changes to a Statement of Work.
Change Variation Specification
means the detailed specifications of a
Change Variation

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