If you, Liberty’s Customer, (“Pharmacy”) have an active PharmacyOne license and purchased and currently use a server from Liberty Software (“Liberty”), Liberty may offer Pharmacy this service contract called the Managed Server Service (“Service”).  This Service is not available to Pharmacy if Pharmacy is running PharmacyOne on a server not provided by Liberty.  By paying for this Service, Pharmacy agrees to be bound by these Service terms (“Managed Server Terms”):

WHAT IS COVERED
The only device that is covered under this Service is the Server sold to Pharmacy by Liberty, and actively used to run PharmacyOne (“Server”).

During the term of this agreement, in the event of a covered issue with the Server, at Liberty’s sole discretion, the contract provides for: (i) phone and remote service to troubleshoot the Server; (ii) the labor and/or parts required to repair the Server; or (iii) a replacement of the Server in lieu of such repair.

If Liberty provides a replacement to Pharmacy, any or all of the following may apply:

• Liberty reserves the right to replace a defective product with a new, rebuilt, or refurbished item of equal or similar features and functionality which may not be the same model, size, or dimension as the previous product.
• Any and all parts or units replaced under this Service become Liberty’s property in their entirety.

Coverage under this Service is limited to that which is specifically described in this document.  Anything not specifically expressed herein is not covered.

Pharmacy’s responsibilities:  It is the Pharmacy’s responsibility to backup any/all software and/or data on a regular basis.  This Service does not provide backup or data monitoring services.  Liberty will reinstall PharmacyOne and restore PharmacyOne data from Pharmacy’s backup that Pharmacy provides to Liberty for restoration if a replacement Server is sent to Pharmacy.  Any other software and/or data transfer or restoration services are not covered under this Service.  Pharmacy is also responsible for all networking and cybersecurity including maintaining the security of the Server.  Virus, networking, and cybersecurity services are not covered under this Service.

ADVANCED EXCHANGE REPLACEMENT
This Service includes an advanced exchange option.  The replacement Server will be delivered to Pharmacy in advance of Liberty’s receipt of the defective Server.  In exchange the defective Server must be returned to Liberty within ten (10) business days of confirmed delivery receipt of the replacement Server, or such longer period as agreed with Liberty.  If the defective Server is not returned to Liberty within the required timeframe, Pharmacy will be assessed a non-return device fee equal to the current retail price of the replacement product.

This Service also provides an option for next business day service if Pharmacy’s current Server is non-functional.  This allows for overnight carrier delivery service of a replacement (determined by Liberty) to Pharmacy’s location as follows:

1. One (1) business day following the authorization of Pharmacy’s claim, if Pharmacy’s claim is authorized before 2:00 p.m. CST time; or
2. Two (2) business days if Pharmacy’s claim is authorized after 2:00 p.m. CST time.

The next business day service is subject to the following: (i) availability of the overnight carrier in Pharmacy’s location; and (ii) availability of Liberty’s authorized overnight delivery carriers.

“Business day” refers to Monday through Friday, excluding standard public holidays.

PHONE SUPPORT
Liberty will provide phone support during Liberty’s normal business hours for troubleshooting issues with the Server.  After-hours phone support is available in the event the Server is not functioning.  After-hours phone support is available by leaving a message on Liberty’s emergency help line.   A Liberty technician will return calls left on Liberty’s emergency help line.  Response time will normally be within two (2) hours.

Our technicians will first attempt to resolve issues over the phone and/or remotely.  If Liberty is unsuccessful in resolving the issue over the phone and/or remotely, Liberty will determine whether the Server needs to be replaced or repaired and will submit a claim for a replacement unit or replacement parts and notify Pharmacy of the next steps.

If a replaceable part is sent, Liberty will provide remote assistance to Pharmacy or Pharmacy’s representative to replace the part in the Server.  Onsite service is not included in this Service.

REMOTE ACCESS
During the term of this Service, Pharmacy will allow Liberty to install software that will allow Liberty to remotely access, service, and monitor the Server.  Prohibiting or intentionally disabling Liberty’s remote access software may, at Liberty’s sole discretion, allow Liberty to deny any claim for service, repair, or replacement.  As part of this Service, Liberty may schedule Windows Updates in a controlled cycle and perform other minor maintenance tasks to improve stability and performance of the Server and PharmacyOne.  The scheduling of these tasks will be decided solely by Liberty without notification to Pharmacy.  If Pharmacy wishes to control the schedule of Windows Updates and maintenance tasks, please do not use this Service.

SERVER USE
The Server is not configured for day-to-day use as a workstation.  Using PharmacyOne, browsing the web, checking emails, or running other software on the Server may create performance issues or software errors, and make it difficult for Liberty to provide this Service.  If Pharmacy uses the Server as a workstation in this manner, Liberty may, in its sole discretion, deny replacement claims and/or terminate this Service.

WHAT IS NOT COVERED – EXCLUSIONS
THIS SERVICE IS NOT AN INSURANCE POLICY – IT IS A SERVICE CONTRACT.
THIS CONTRACT DOES NOT COVER ANY CLAIM IN CONNECTION WITH OR RESULTING FROM:

1. Viruses – this Service does not provide ANY security or virus prevention services. Damage to operating system from viruses is not included, although Liberty may, at its sole discretion, provide service, assistance, and replacement service for virus clean up.
2. Networking or cybersecurity – this Service does not provide ANY networking or cybersecurity services. Pharmacy is responsible for all networking and securing of Pharmacy’s network.
3. Any software support for software not developed by Liberty.
4. Damage or malfunction caused by or attributed to digital content, or software (whether pre-loaded or otherwise), including without limitation the operation of software viruses, the lack of availability of software updates, or any other software/digital based malfunction.
5. Replacement service or other support for Servers running an operating system that is no longer supported by Microsoft.
6. Improper packaging and/or transportation by Pharmacy or Pharmacy’s representative resulting in damage to the Server while in transit.
7. Modifications, adjustments, alterations, manipulation, or repairs made by anyone other than a service technician authorized by Liberty.
8. Onsite visits – this Service only provides telephone, remote, and replacements services. No onsite visits are covered under this Service.
9. Any indirect loss whatsoever including but not limited to: (i) property damage, lost time, lost data, or lost income resulting from these Services; (ii) delays in rendering services or the inability to render service for any reason; or (iii) the unavailability of any parts/components.
10. Damage from freezing, overheating, rust, corrosion, water damage, weather conditions or perils of nature, smoke, lightning, or other fortuitous events.
11. Wear and tear, or gradual deteriorations of Server performance.
12. Loss, theft, or malicious mischief or disappearance.
13. Products that are subject to manufacturer’s recall, warranty, or other manufacturer error.
14. Cosmetic damage however caused, including marring, scratching, and denting unless such cosmetic damage results in loss of functionality.
15. Liability or damage to property, or injury, or death to any person arising out of the operation, maintenance, or use of the Server.
16. Any restoration of software or data, or for retrieving data from the Server.
17. Any loss arising out of the unauthorized access or use of any system, software, hardware, or deletion of data or software by any means.

TERM
The term of this Service is month-to-month and automatically renews each month until terminated as set forth in this Section.  This Service shall terminate upon termination of the PharmacyOne software license.  Either party may terminate this Service for any reason upon written notice.

DISCLAIMER OF WARRANTIES
WITHOUT LIMITING A PARTY’S EXPRESS WARRANTIES AND OBLIGATIONS HEREUNDER, AND EXCEPT AS EXPRESSLY PROVIDED HEREIN, THIS SERVICE IS PROVIDED “AS IS,” AND NEITHER PARTY MAKES ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT TO THE FULLEST EXTENT PERMITTED BY LAW.

LIMITATION OF LIABILITY
IN NO EVENT SHALL LIBERTY OR ITS AFFILIATES, AGENTS, ADVERTISERS, OR SUPPLIERS HAVE ANY OBLIGATION OR LIABILITY TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, REVENUE, OR PROFITS, OR ANY BUSINESS INTERRUPTION) OR OTHER PECUNIARY LOSS ARISING OUT OF OR IN CONNECTION TO THIS SERVICE.  THE LIMITATIONS OF LIABILITY IN THIS SECTION APPLY REGARDLESS OF LEGAL THEORY WHETHER LIBERTY HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND/OR EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.  AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THIS SERVICE WILL BE LIMITED TO THE GREATER OF $1000 OR ANY AMOUNTS PAID BY YOU FOR THIS SERVICE (EXCLUDING ANY OTHER LIBERTY SERVICE FEES) TO LIBERTY FOR THE PAST TWELVE MONTHS.

MODIFICATIONS TO THIS AGREEMENT
Liberty may change these Managed Server Terms from time to time and the most current version will always be accessible at https://libertysoftware.com/pharmacyone-legal.  Liberty will notify Pharmacy of such revisions via email.  The current version will become effective 30 days after such notice.  Pharmacy’s continued use of the Service after such revisions become effective shall constitute Pharmacy’s acceptance of such revisions to these Managed Server Service Terms.  If Pharmacy does not agree to the revised terms, Pharmacy may immediately terminate this agreement with written notice.

MISCELLANEOUS
These Managed Server Terms contains the entire agreement of, and supersedes any and all prior understandings, arrangements, and agreements between the parties, either oral or written, with respect to the Managed Server Service.  Any provision of these Managed Server Terms, which is unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability, without invalidating the remaining provisions hereof.  Neither party may assign this Agreement without the other party’s prior written consent.