Median Support and
Maintenance Terms

THESE MEDIAN SUPPORT AND MAINTENANCE TERMS (these “Support and Maintenance Terms”) set forth the terms and conditions under which GoNative will provide support and maintenance services to App Managers that add a Support and Maintenance Subscription Plan to a Median Application pursuant to Section 2.9 (Support and Maintenance) of the Median Online Terms available at: https://median.co/terms (the “Online Terms”).

1.   Definitions.

(a)   Capitalized terms used but not defined in these Support and Maintenance Terms have the meanings ascribed to them elsewhere in the Online Terms.

(b)   “Business Day” means Monday to Friday, between 9:00 am and 6:00 pm ET, with the exclusion of public holidays.

(c)   “Incident” means any event where: (1) the standard features and functionality of the Median Platform are not available for use by App Manager and App Manager’s Permitted Users and otherwise performing materially in accordance with the applicable documentation; or (2) the standard features and functionality of the Supported Application are not available to App Manager or App Manager’s third party end users or operating in accordance with App Manager’s configuration settings as at the time of publication.

(d)   “Out of Scope Incident” means Incidents: (i) relating to a version of the Supported Application that: (A) has been modified by App Manager or App Manager’s Permitted Users; (B) for which Updates provided by GoNative have not been implemented; or (C) requires updates to App Manager’s web-based content to maintain compatibility and such updates have not been implemented; (ii) arising from a Force Majeure Event or any failure of computer hardware, equipment or programs not designed for use with the Median Solution under documentation made available by GoNative; or (iii) occurring during periods of regular scheduled maintenance.

(e)   “Support Request” means a request made for support with an Incident sent by App Manager and confirmed as received by GoNative (i) via email to [email protected]; (ii) via a contact form submission; (iii) via a web-based chat interface; or (iv) any other means of communication wherein GoNative has provided confirmation of receipt of the request.

2.   Effect of these Support and Maintenance Terms.

These Support and Maintenance Terms form part of the Online Terms and are incorporated by reference therein.

3.   Support and Maintenance Period.

(a)   For each Support and Maintenance Plan, these Support and Maintenance Terms will become effective when App Manager adds the Support and Maintenance Plan to a Licensed Application (in each case, the “Supported Application”) and will continue in effect until App Manager: (a) contacts GoNative to request cancellation of the applicable Support and Maintenance Plan; or (b) uses GoNative’s third party service provider subscription management portal to cancel the applicable Support and Maintenance Plan, unless terminated earlier in accordance with the terms of the Online Terms (the “Support Period”). For clarity, these Support and Maintenance Terms will terminate upon termination of the Online Terms unless expressly agreed otherwise by the parties in writing.

(b)   Support and Maintenance Plans renew on an annual basis. If App Manager adds new plugins, features or functionality to the Supported Application after adding a Support and Maintenance Plan to the Supported Application, GoNative’s obligation to support such additional plugins, features or functionality in accordance with these Support and Maintenance Terms is contingent upon payment by App Manager of any additional fees deemed applicable by GoNative, at its sole discretion, to support such new plugins, features or functionality.

4.   Maintenance and Updates.

(a)   Subject to App Manager’s compliance with the Online Terms, including these Support and Maintenance Terms, during the Support Period, GoNative will use commercially reasonable efforts to:

(i)   make available Updates to the Supported Application following appropriate pre-release quality assurance testing;

(ii)   provide on-going maintenance to the Supported Application to maintain compatibility with future versions of iOS and Android and new mobile device models;

(iii)   monitor changes affecting the Supported Application related to future versions of iOS and Android or new mobile device models; and

(iv)   to the extent that GoNative becomes aware of any such changes, notify App Manager of such changes.

(v)   App Manager is solely responsible for: (i) promptly implementing and deploying Updates to the Supported Application, as required; and (ii) maintaining any web-based content displayed within the Supported Application to ensure compatibility with ongoing updates and releases to the underlying web rendering engines (e.g. iOS WKWebView and Android System WebView), the functionality of which may at times differ from standard mobile browsers.

5.   Support.

(a)   Subject to App Manager’s compliance with the Online Terms, including these Support and Maintenance Terms, GoNative will:

(i)   if the Supported Application has active native plugins, provide App Manager with up to three (3) hours of engineering time to support integration of such Supported Application with App Manager’s website or web applications; and

(ii)   use commercially reasonable efforts to respond to Support Requests within two Business Days during the Support Period.

(b)   Notwithstanding the foregoing, GoNative will not be obligated to provide support for Out of Scope Incidents. GoNative may reasonably request information from App Manager to determine whether an Incident is an Out of Scope Incident.

(c)   In order to receive support for Supported Application Incidents, App Manager must provide GoNative with an issue reproduction application and any production or test web environment access required to demonstrate the Supported Application issue to GoNative. If the issue reproduction application verifies that the Supported Application issue is not an Out of Scope Incident, GoNative will provide support for the Supported Application issue in accordance with these Support and Maintenance Terms. If the issue reproduction application fails to verify that the Supported Application issue is not an Out of Scope Incident, or if App Manager is unable to provide an issue reproduction application, GoNative may, at its discretion, provide guidance for App Manager to address the issue in App Manager’s own environment.

(d)   GoNative’s provision of support under these Support and Maintenance Terms is contingent on App Manager: (i) providing all relevant information necessary for GoNative to respond to a support request in a timely manner; (ii) providing access to personnel necessary for GoNative to respond to a support request in a timely manner; and (iii) otherwise cooperating with GoNative’s reasonable requests in a timely manner.

6.   Support and Maintenance Fees.

In consideration for GoNative’s performance of any support and maintenance services in accordance with these Support and Maintenance Terms and each Support and Maintenance Plan, App Manager will pay to GoNative all required support and maintenance Fees for the applicable Support and Maintenance Plans, including: (a) all applicable support and maintenance subscription rates set out in GoNative’s price listing made available at: https://median.co/pricing, as updated from time to time; or (b) as listed in GoNative’s third party service provider subscription management portal; or (c) as mutually agreed between App Manager and GoNative in writing, as applicable. GoNative may, at its sole discretion, notify you in advance of annual support and maintenance Fee increases, but is not obligated to do so. It is your responsibility to review the posted rates for your subscriptions regularly in order to be aware of any such modifications.

7.   Effect of Termination.

Any termination of these Support and Maintenance Terms will be without any obligation from GoNative to provide a refund, credit or other compensation. Upon expiration or termination of these Support and Maintenance Terms, GoNative will have no further obligation to provide the support and maintenance services described herein to App Manager. Upon cancellation of a Support and Maintenance Plan by App Manager, App Manager must cease use of all Updates provided by GoNative through the Support and Maintenance Plan, that have been implemented in the applicable Supported Application.

8.   Survival.

Upon any termination or expiration of these Support and Maintenance Terms, including any termination of the Online Terms, provisions contained in these Support and Maintenance Terms that by their nature and context are intended to survive such termination or expiration, including Section 6 (Support and Maintenance Fees), Section 7 (Effect of Termination) and Section 9.6 (Remedies), will survive.