1. Agreement
By using any Harvest Food Solutions LLC (“Harvest”) services—including installation, training, software, third-party applications, troubleshooting, professional services, customer care, or other services (collectively, “Harvest Services”)—the Customer (“Customer”) agrees to the terms and conditions of this Agreement. Customer may only use the Harvest Services in compliance with this Agreement. Use of any Harvest Service signifies Customer’s acceptance of these terms. If Customer does not agree, they must inform Harvest and refrain from using the Harvest Services. Customer agrees to comply with any relevant Harvest or third-party agreements applicable to other Harvest products or offerings.

2. Fees
Harvest will issue a Quote specifying fees for each Harvest Service. If a Statement of Work (“SOW”) follows the Quote, the SOW terms govern in case of conflict. Additional services requested outside of a Quote or SOW will be invoiced separately. All billing will be at current Harvest market rates. Customer must pay all fees and costs promptly; overdue payments will incur a 1.5% monthly interest rate or the maximum permitted by law. Harvest reserves the right to change any fees prospectively, with prior notice to Customer.

3. Services
• Quote and SOW: Harvest is obligated to provide only those services listed in a Quote or SOW if Customer meets their obligations. Any additional work beyond a Quote, SOW, or work order will be billed as additional services.
• Consent for Data-Connected Services: Harvest Services software may connect to Harvest and other providers through data connections (e.g., internet or wireless). By using Harvest Services, Customer consents to this data transmission.
• Remote Access: Harvest may need remote access to Customer’s device, cloud, or system (“System”) to deliver Harvest Services. This may include viewing, controlling, installing/uninstalling software, or altering System settings. Customer is responsible for any related download or data charges. Harvest may run diagnostics to verify System compatibility; if remote access or diagnostics cannot be completed, Harvest may not be able to deliver certain Services.
• Cooperation and Requirements: Harvest’s ability to provide Harvest Services depends on Customer’s full cooperation and the accuracy of provided information. Customer is responsible for ensuring the necessary equipment and services (e.g., telecommunications and computing devices) meet Harvest’s System requirements. Harvest reserves the right to cancel Services or provide a refund if System compatibility issues arise.
• Data Backup: Customer is responsible for backing up all data, software, and files on their System, including those on cloud storage or other associated systems, before Harvest Services are rendered. Harvest may need to transfer Customer’s data to third-party service providers to complete Services, in accordance with Harvest’s Privacy Policy. Harvest is not liable for any data loss, disclosure, or corruption.
• Software Terms: If a Harvest Service involves software installation, Customer must have the software and product keys available. Customer authorizes Harvest to accept End-User License Agreements (“EULAs”) on their behalf as needed. If Customer requests third-party software installation, they assume responsibility for reviewing any related EULAs. Harvest is not responsible for the terms of third-party EULAs.
• Hardware: Unless otherwise agreed in writing, Harvest does not provide Customer Care for hardware. Customer Care is available only for the Harvest ERP, Harvest DSD, and Harvest BI Solutions. Hardware support must be obtained from the hardware manufacturer unless otherwise specified in a Quote or SOW.
• Software Assurance: Harvest provides Software Assurance for customers who purchase SaaS software directly from Harvest. Updates, security patches, and upgrades will be managed according to the manufacturer’s schedule. SaaS changes are subject to manufacturer discretion.
• Customer Care Plans: Customer Care is available according to the selected Harvest Customer Care Level Plan. Customer Care is only available if the Customer purchases a Customer Care Plan in a Quote or SOW.
• Customer Care Communication: Customer Care is available via email and phone. Harvest will respond to requests in good faith and as promptly as possible.
• Customer Care Levels and Severity:
o Gold: 24/7 support, excluding holidays, with a one-hour response time.
o Silver: Support from 7:00 AM to 7:00 PM, Monday to Saturday, excluding holidays, with a two-hour response time.
o Bronze: Support from 8:00 AM to 5:00 PM, Monday to Friday, excluding holidays, with a three-hour response time.
o Pay-As-You-Go: Support from 9:00 AM to 5:00 PM, Monday to Friday, excluding holidays, with an eight-hour response time during business hours.
Severity Classifications:
o Severity 1 (Critical): System inoperable; no workaround. Requires immediate resolution.
o Severity 2 (Major): Major functionality impacted; limited workaround.
o Severity 3 (Minor): Minor issue with available workaround.
o Severity 4 (Low): Routine inquiries; no operational impact.
All plans include 24/7 support for Severity 1 issues. Services outside the regular business hours of Silver, Bronze, and Pay-As-You-Go Plans will be billed at 1.5x the hourly rate.

4. Intellectual Property
All rights to the Harvest Services remain with Harvest. Customer assigns any feedback provided to Harvest for improvements to Harvest Services. Customer is responsible for the legality of any content provided for use in Services and agrees to prevent users from violating intellectual property rights.

5. Term and Termination
The term of Harvest Services is set in the Quote or SOW. Customers on a Customer Care Level Plan must cancel at least 45 days before the annual renewal date to avoid charges. Harvest may terminate Services without notice if payment is late, terms are violated, or Customer becomes ineligible. Sections 4 through 8 of this Appendix survive termination.

6. No Warranty and Limitation of Remedies
• No Warranty: Harvest Services are provided “as is” without warranties or guarantees, including implied warranties of merchantability or fitness for purpose. Customer assumes full responsibility for quality and performance.
• Limitation of Remedies: Harvest limits remedies to re-performance of Services or a refund of the price paid, as determined by Harvest. Customers may have additional rights under local law.

7. Compliance
Customer must comply with all applicable laws and regulations for using Harvest Services, as well as related third-party agreements.

8. Other Terms
This Agreement is subject to Harvest’s Master Services Agreement (“MSA”). In case of conflicting terms, the following order of precedence applies:
• (a) Quote or SOW terms override this Agreement, any Customer Care Plan, the MSA, and other policies.
• (b) Harvest’s Privacy Policy (HPP) governs over this Agreement, the MSA, and other policies.
• (c) Any Customer Care Plan terms override this Agreement, the MSA, and the HPP.
• (d) This Agreement governs over the MSA and other policies, excluding the HPP.
• (e) The MSA governs over all other policies.

If a Customer Care Plan is purchased, it prevails over this Agreement for Customer Care Services.