Professional Services Terms & Conditions

TABLE OF CONTENTS

These Professional Services Terms and Conditions ("PS Terms") apply to customers purchasing professional services from AskField Inc. ("AskField", "us", "we"). "Customer" or "you" refers to the individual or entity purchasing professional services. "SOW" means a statement of work that describes the professional services to be performed. "Party" or "Parties" refers to AskField and Customer. These PS Terms are incorporated into all SOWs. AskField is not obligated to perform services until a SOW is mutually agreed upon and executed.

1. Overview:

Customers may request configuration, implementation, or other related services as described in an applicable SOW. Any professional services not explicitly described in the SOW are considered out of scope and would require a separate scoping exercise, a new SOW, and additional charges.

2. Services:

AskField will perform the professional services described in the applicable SOW in a professional and workmanlike manner. Services may include, but are not limited to, implementation, configuration, training, consulting, and integration services.

3. Customer Obligations:

Customer agrees to provide AskField with timely access to information, resources, and personnel necessary for AskField to perform the services. Customer is responsible for ensuring that all prerequisites and requirements specified in the SOW are met.

4. Non-solicitation:

During the term of any SOW and for a period of twelve (12) months thereafter, Customer agrees not to solicit, recruit, or hire any AskField personnel involved in the performance of services under the SOW.

5. Force Majeure:

Neither party will be liable for any failure or delay in performance under these PS Terms due to circumstances beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, or government actions.

6. Limitation of Liability:

IN NO EVENT SHALL ASKFIELD BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM CUSTOMER'S USE OF THE PROFESSIONAL SERVICES.

7. Governing Law & Jurisdiction:

These PS Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which AskField is incorporated, without regard to its conflict of law provisions. Any disputes arising from these PS Terms shall be subject to the exclusive jurisdiction of the courts in that jurisdiction.