Storyblok DSA Terms for customers in the Americas region
Designated Solutions Architect Services. If purchased by Customer, Storyblok Inc. provides during the agreed Subscription Term (i) standardized pre-defined, generic onboarding and enablement materials and sessions which provide a general introduction on how to use Storyblok Services and which may support Customer to get to know the Storyblok Services (“Onboarding and Enablement Services”), and (ii) through its designated Solutions Architects and other personnel or agents, remote guidance, planning, recommendations, and strategic advice to assist Customer in its use, implementation, and expansion of the Storyblok platform (“DSA Services”) in accordance with the purchased DSA package.Â
DSA Services do not include (i) the achievement of a specific economic, technical or other result, (ii) the writing, reviewing, or delivering of code, scripts, integrations, or any software; (iii) performing implementation, configuration, or development tasks; (iv) managing, owning, or assuming responsibility for Customer's project plans, delivery timelines, or release milestones; (v) acting as staff augmentation for Customer or any third party; (vi) providing advice on software, data, goods, or services supplied by third parties and/or (vii) technical support, including support on incidents, support tickets, bugs or other technical issues of the Storyblok Services (as technical support may be provided by the Storyblok support team in accordance with the chosen subscription plan as detailed here).
An hour of DSA Services equals 60 minutes of work commenced. Commenced hours are fully charged. DSA Services are rendered within usual business hours. Monthly DSA hour entitlements reset on the first day of each calendar month. Unused DSA hours do not accumulate or carry over to subsequent months. Unused DSA hours expire at the end of the Subscription Term; no credit, refund, or compensation shall be due in respect of any unused entitlements. Cancellations or postponements of scheduled appointments must be communicated to Storyblok no less than three (3) business days prior to the scheduled appointment date. Any later cancellation or postponement made within this notice period shall be deemed a late cancellation and the full duration of the scheduled appointment shall be deducted from the included hours. Customer cannot elect to have the DSA Services be carried out by specific Storyblok representatives and Customer is not entitled to issue any instructions with regards to DSA Services.
Onboarding and Enablement Services. As part of the DSA Services Customer may also benefit from Storyblok’s Onboarding and Enablement Services. Onboarding and Enablement Services are not interactive and not tailored or customized to Customer’s requirements. Storyblok will not have or try to achieve any knowledge of Customer data, systems or other specifics. Storyblok will be not liable for any advice provided within the Onboarding and Enablement Services. Onboarding and Enablement sessions are conducted remotely and are one-sided only, without interactions. If there are no more than ten (10) participants, Storyblok may conduct onboarding and enablement sessions interactively where Storyblok may respond to Customer requests and answer questions, in accordance with the specifications defined in the purchased package in the Order Form. Unless otherwise agreed, onboarding and enablement Services will be delivered once within the first 180 days of purchase of the Storyblok Services. Should the Customer not utilize the onboarding and enablement Services within a 180-day period, such services will lapse and Storyblok will not provide any refund to Customer.
Cooperation. Insofar as Storyblok is dependent on the cooperation of Customer to carry out DSA Services, Customer agrees to provide the reasonably necessary cooperation free of charge. Customer will designate a contact person with technical skills (project manager) who will provide Storyblok with the necessary information, be the point of contact, make available the necessary documents, nominate contacts and make or communicate decisions. This contact person will also ensure the provision of the Customer's resources and coordinate them. If material delays or additional work arise due to the Customer's material failure to cooperate properly or in a timely manner, Storyblok may request changes to the schedule and an increase the agreed fees, without prejudice to further legal rights.
Intellectual Property & License. All intellectual property rights in the Storyblok platform, software, documentation, methodologies, frameworks, processes, tooling, training materials and know-how used or referenced in the delivery of the DSA Services are and shall remain the exclusive property of Storyblok or its licensors. Nothing shall be construed as a transfer, assignment, or licence of any intellectual property rights to the Customer, except for the limited right of use defined herein below.
Customer retains all intellectual property rights in any materials, data, content, or system information it provides to Storyblok in connection with the DSA Services ("Customer Materials"). The Customer grants Storyblok a limited, non-exclusive, royalty-free licence to access and use Customer Materials solely to the extent necessary to perform the DSA Services. Storyblok accepts no responsibility and has no obligations for any documents or information provided by the Customer.
Storyblok grants the Customer a non-exclusive, non-transferable, royalty-free licence to use written recommendations, advisory reports, health check reports, action plans, support insights summaries, and any other written materials produced by Storyblok in the course of delivering the DSA Services (the “Advisory Outputs”) solely for the Customer's internal business purposes in connection with the Customer's use of the Storyblok platform. The Customer may not distribute, publish, sell, sublicense, modify or otherwise commercially exploit Advisory Outputs, in whole or in part. Storyblok retains all intellectual property rights in Advisory Outputs. All Advisory Outputs are Storyblok’s Confidential Information.
Warranties. DSA Services are performed in a professional and workmanlike manner, with reasonable skill, care, and diligence by suitably qualified personnel. DSA Services are advisory in nature and do not constitute binding instructions, specifications, or contractual deliverables. Storyblok does not assume responsibility for the outcomes of any decisions made by the Customer on the basis of such advice or recommendations; the implementation of any advice or recommendation is undertaken solely at the Customer's own risk and under the Customer's own direction and responsibility. It is Customer’s sole responsibility to review and validate any Advisory Outputs as use of such Advisory Outputs are at Customer’s risk.
DSA Services are an ancillary service obligation. Storyblok does not guarantee that Customer will be able to derive the desired benefits or results from the DSA Services or that the DSA Services will bring any economically measurable success to Customer or in the use of Storyblok Services itself. Storyblok does not warrant and accepts no liability for the completeness or correctness of the DSA Services itself or any Advisory Outputs. If services take place directly in the Customer's account or Space, Customer is obliged to back up all data in advance. Storyblok is not responsible for any loss of data.
Liability. EXCEPT IN CASES OF WILLFUL INTENT ON THE PART OF STORYBLOK, SHOULD STORYBLOK BE LIABLE FOR ANY REASON RELATING TO OR ARISING OUT OF THE DSA SERVICES PROVIDED, THE TOTAL AGGREGATE LIABILITY OF STORYBLOK AND ITS AFFILIATES FOR ANY AND ALL CLAIMS SHALL NOT EXCEED 10% OF THE AMOUNT PAID BY CUSTOMER TO STORYBLOK IN THE 12 MONTHS PRECEDING THE FIRST INCIDENT FROM WHICH LIABILITY AROSE.
FUTHERMORE, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL STORYBLOK, ITS AFFILIATES, OR ITS REPRESENTATIVES BE LIABLE FOR ANY LIABILITY OR DAMAGES OF ANY KIND UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, (I) ARISING FROM CUSTOMER'S LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF REPUTATION OR OTHER INTANGIBLE LOSSES, (II) ARISING OUT OF OR IN CONNECTION WITH CUSTOMER'S USE OF OR ACCESS TO THE STORYBLOK SERVICES, OR (III) RESULTING FROM CUSTOMER'S ACTIONS. THE FOREGOING LIMITATION APPLIES TO THE MAXIMUM EXTENT PERMITTED BY LAW EVEN IF THE PARTIES KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF DAMAGES.FUTHERMORE, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL STORYBLOK, ITS AFFILIATES, OR ITS REPRESENTATIVES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OR FOR ANY DAMAGES FROM LOST PROFITS.