Terms & Conditions
These Standard Terms of Engagement (“Standard Terms”) apply to all engagements undertaken and Services provided by The Worthwhile Company, LLC. (“Worthwhile”). These Standard Terms are effective for all clients as of September 12, 2023.
Billing and Payment
1. Monthly Billing. Unless some other arrangement has been agreed upon with the Client, Worthwhile will bill monthly for services and expenses. Each month, Worthwhile will provide an invoice to Client via email to a Client-designated address (by default the email address of the Client-Designated Contact). The work performed by Worthwhile on behalf of the Client will be described in the weekly invoice.
If the Client has put a credit card on file with Worthwhile, then Client hereby authorizes Worthwhile to debit the amount described in the invoice upon issuance. Otherwise:
- Payments by check may be made out to “The Worthwhile Company,” should reference an invoice number or date, and should be mailed or delivered to:
The Worthwhile Company, LLC.
P.O. Box 63478
Charlotte, NC 28263-3478
- Payments via wire transfer may be submitted by contacting us for wiring instructions at [email protected].
Payment of each invoice is due upon receipt. A surcharge of one and a half percent will be applied each month to all amounts overdue, including fees, starting 30 days after the invoice is sent to the Client.
2. Expenses. Third-party expenses, including mark-up and surcharge for the cost of carrying the charge until payment is made by the Client will appear on the Client’s bill. The Client may be asked to pay directly certain larger expenses that are invoiced by third-parties for services obtained for the Client’s account.
3. Standard Rates. In the absence of a specific agreement otherwise, Worthwhile’s standard service and consulting rates (the “Standard Rates”) apply to all Services provided by Worthwhile, including Client-Requested Services. Worthwhile’s Standard Rates are as follows:
| Service Name | Rate |
|---|---|
| Tier 1 Services, per hour Such as professional or support services |
$250.00 |
| Tier 2 Services, per hour Such as senior professional resources, consulting services or expedited support services |
$300.00 |
| Tier 3 Services, per hour Such as for service level response times within 8 business hours, or executive level consulting services |
$375.00 |
| Tier 4 Services, per hour Such as for service level response times within 1 business hour |
$500.00 |
4. Estimates. Any estimate of fees, costs, or time that we may have discussed is just an estimate for use in planning purposes. We will make every good-faith effort to keep the Client apprised of any changes in Worthwhile’s estimates due to changed circumstances or new information. The Client is still responsible for full payment, regardless of any estimates given.
Client Relationship
1. Client-Designated Contact. The Client will designate a primary contact for the relationship with Worthwhile, and may designate other contacts for particular Statement of Works (“SOW”) or Continuous Innovation Subscriptions (“CIS”) (the “Client-Designated Contacts”). Worthwhile will make a good-faith effort to communicate as broadly and completely as is appropriate for each matter, but Worthwhile reserves the right to request confirmation of any changes in the scope of any Services with the appropriate Client-Designated Contact. Worthwhile will keep Client informed of significant developments in the Services, and will consult with the appropriate Client-Designated Contact in advance of taking any major actions.
2. Client Responsibilities. Worthwhile’s Software Development Lifecycle (“SDLC”) is based on brief but focused Client involvement to limit the burden on Client time. The SDLC depends on Sponsor Users to validate key design points during directed cognitive walkthroughs of Prototypes, and expects the Client to promptly review and approve or reject Design Artifacts at key Quality Phase Gates during the Design stage. The Client and Sponsor Users are also expected to attend a directed User Acceptance Testing exercise during the Build stage. Client agrees to cooperate with Worthwhile by providing accurate, timely, and relevant information needed for Worthwhile’s performance of the Services. The Client-Designated Contacts speak for the Client relative to the Services identified. Failure to promptly and fully cooperate with Worthwhile may result in delays or penalties as laid out in these Standard Terms or in specific SOWs or CISs.
Worthwhile’s SDLC leverages Worthwhile Design Thinking, agile development processes, and a set of modern practices that combines software development and information-technology operations which aims to shorten the systems development life cycle and provide continuous delivery with high software quality (“DevOps”). This process is how Worthwhile manages risk in software development towards success for Client’s initiatives. Worthwhile’s SLDC deliberately uses design processes early and throughout the SDLC to increase certainty and reduce or eliminate expensive code rework, resulting in faster overall delivery velocity. Worthwhile’s SDLC uses Design-Build-Run loops.
2.1. Design Stage. The Design Stage is focused on working collaboratively on Initiative Ideation all the way to Prototypes and Build Plans for Client approval. This is accomplished through:
2.1.1. Hills and Roadmap. This phase is centered on a Design Thinking Workshop where Worthwhile works with Client to identify the Who / What / Wow Experience Hills that Worthwhile and Client will use to keep the teams aligned throughout the Design-Build-Run loop. These Hills statements serve many purposes in the process. They define the requirements and critical success factors for scope, and later will frame the User Acceptance Testing. At the end of an Iteration, realizing the Wows theorized in the design defines success. Once Worthwhile has collected this information, Worthwhile holds an internal workshop to refine and place these Hills on a Roadmap. At the end of this phase, Worthwhile will conduct a formal Playback and provide the Deliverables that must be accepted by Client at this time. These will include a Draft Roadmap that allows Worthwhile to narrow the focus for research to a “now” scope, and a first look at a Service Architecture Diagram, Persona List, Capacity and Service Management Requirements. All of these documents are subject to revision after research is completed in the next phase.
2.1.2. Needs and Research. This phase will focus on the “now” scope of the Roadmap as agreed to by the Client, and identify all of the user needs that underlie the Hills as well as questions and assumptions for Research. Once Worthwhile has identified these things, Worthwhile will build a research plan and conduct user research. This research is likely to include Interviews and/or Contextual Inquiries with Sponsor Users and Academic research of reference materials. Once the research has been completed and documented, Worthwhile will conduct another formal playback and provide the Deliverables that must be accepted by the client at this time. These will include the Draft Needs Statements, Research Findings, a Finalized Roadmap with experience hills in the Now section that define the scope of the remaining design and build work for this iteration, a list of Personas that will be users of the system, and the Service Management requirements.
2.1.3. Prototyping and Validation. This phase will see Worthwhile develop User Stories, and create Prototypes that can show our Sponsor Users how some of those key user Needs would be met by the system. Depending on the level of risk involved with the design Worthwhile may start with very low fidelity Prototypes (paper and pencil) and then move to mid-fidelity static images that show style and navigation, and in extreme cases Worthwhile may even create pseudo-functional Prototypes that implement small sets of functionality for review. In cases where design represents a minimal risk Worthwhile typically does only mid-fidelity prototyping and conducts only a single cognitive walkthrough with Sponsor Users. After Worthwhile has conducted cognitive walkthroughs of the key user Needs with our Sponsor Users, Worthwhile will make adjustments to the design based on Worthwhile’s and Sponsor Users’ observations, and finalize all of the design documentation. At the end of this phase Worthwhile will have the final Design Playback and provide the Deliverables that must be accepted by the client at this time. These will include a final set of Needs Statements and User Stories, the Service Architecture Diagram with “now” and “future” specifications, Design Prototypes, Open API Specifications, a Build Task List and Schedule for Integration and User Acceptance Testing.
2.2. Build and Test Stage. The Build and Test Stage consists of three phases:
2.2.1. Code and Testing. During this phase Worthwhile will implement the functionality defined in the Design Prototypes and supporting documentation and create the Unit Testing that verifies that each of the components can function properly in isolation.
As new UI/UX functionality comes on-line Worthwhile may conduct additional cognitive walkthroughs with Sponsor Users to validate minor functions that were not covered during Design validation or which could not be adequately validated in the Prototypes.
2.2.2. Integration Testing. During this phase Worthwhile will create the testing necessary to support a robust software quality assurance process. The Needs Statements approved after research will serve as the checklist for all Integration Testing, which will validate that the needs can be met as documented in the User Stories.
Browsers: Worthwhile will test a sample of the most popular browsers. To determine our selection, Worthwhile will choose at launch for each browser vendor the lowest version number that has at least 2.5% market usage. As of October 2022, that includes Chrome 106 or higher, Firefox 105 or higher, Safari 15 or higher, Edge 106 or higher (Source:http://www.w3schools.com/browsers/). (Note: this does not include any version of Internet Explorer or Opera) Worthwhile reserves the right to review these statistics during testing and determine the correct browser versions at that time.
2.2.3. User Acceptance Testing. During this phase Worthwhile will conduct User Acceptance Testing which will validate with our Sponsor Users that the Wows can be accomplished by completing the related Needs and User Stories as agreed to in the Prototype and other design documents. The acceptance process for various Deliverables is handled through testing procedures, including Integration Testing or user testing performed by Client. Significant time and resources may be required by Client in order to accomplish testing within the timeframes provided. Client commits to investing resources to fully test Deliverables when presented to the Client in order to reduce issues during the support period.
2.3. Run Stage. The Run stage consists of three phases:
2.3.1. Provisioning. During this phase Worthwhile will deploy the product either within Client IT environment or on a set of Worthwhile Managed cloud based servers. Worthwhile typically prefers to deploy a containerized solution utilizing Docker and Kubernetes, and will coordinate with Client’s on-site IT department as needed for local deployments.
2.3.2. Onboarding. During this phase Worthwhile will walk through the functionality defined in the Design Prototypes and supporting documentation with Client-Designated Contacts to onboard the new Experience Hills. Client-Designated Contacts will be responsible for all user onboarding activities unless otherwise outlined within the agreed upon Experience Hills of the delivery Iteration.
2.3.3. Observing. Worthwhile will work with Client to oversee implementation, observing how the users interact with the system to see if any significant changes are needed in the next Design-Build-Run iteration. This phase also includes the shift to a Managed Hosting Agreement that includes items like monitoring of the solution, and issue response at a negotiated Service Level.
2.3.3.1. Incident Management Process. Worthwhile’s Incident Management Process is intended to manage the lifecycle of all Incidents (“unplanned interruptions or reductions in quality of IT services”). The primary objective of this ITIL process is to restore “normal” service operations as quickly as possible, minimizing adverse impact on business operations or Client’s user. This is often accomplished by applying temporary solutions. Incidents that require more work are then submitted as a Problem Statement into the Problem Management Process.
Incident Reporting
The Client-Designated Contact will report an Incident to the Worthwhile Designated-Contact with the following information in an email:
- Incident Name. A way to refer to the incident.
- Description. A narrative of how the problem happens with enough detail for Worthwhile to recreate the behavior.
- Screen Shots of any error messages or invalid data.
- Classification (Functional, Error, Security or Stability)
- For Functional problems, include the Need, Story or Wow that is not met.
- For Error problems, include the context, error message, and audience that are appropriate for responding to the error condition.
- For Security problems, include the data that is exposed and how it is exposed.
- For Stability problems, include the Incidents that were caused by this Defect.
2.3.3.2. Problem Management Process. Worthwhile’s Problem Management Process aims to manage the lifecycle of all Problems. The primary objectives of this ITIL process are to prevent Incidents from happening, and to minimize the impact of incidents that cannot be prevented. Proactive Problem Management analyzes Incident Records, and uses data collected by other IT Service Management processes to identify trends or significant Problems. Once a Problem has been identified and diagnosed, it becomes a ”Known Error“. If possible, Problem Management will provide a Workaround—a temporary solution that can be used for dealing with related Incidents. Known Errors are then handled in the Enhancement Management Process.
2.3.3.3. Enhancement Management Process. In the event that Client wishes to change the Worthwhile Services within a SOW or CIS, Client will provide to Worthwhile the requested change (“New Experience Request”). These will be expressed in Experience Hills and added to the Roadmap for evaluation during the next iteration of the Design Stage.
2.3.3.4. Intermediate Feedback. Worthwhile may present intermediate work products that are not formal Deliverables for review. These intermediate work products could include content such as User Stories, content recommendations, Prototypes, preliminary versions of upcoming Deliverables, and more. These intermediate work products are not subject to the revisions process, but are provided to maintain close alignment between Worthwhile’s efforts and Client’s goals. Worthwhile may set feedback deadlines for review of these intermediate work products in order to ensure that the project can be delivered and accepted in a timely manner.
3. Short-Timeline Deliveries. At times, Worthwhile may need quick feedback and/or acceptance in order to meet Client’s goals. Worthwhile will make every effort to communicate with the Client-Designated Contacts regarding any short timelines needed to keep work on schedule for delivery. Missing short-timeline feedback deadlines may result in work delay, work being moved to a later iteration or work being stalled.
4. Acceptance Process. The following Acceptance Process will be used for all Deliverables:
- Worthwhile will provide Client with the specific Deliverable, as defined by the SOW, Client Request, by a user experience expressed in a Hill Statement within a CIS, or as part of a Quality Phase Gate in a Stage.
- Client will review the Deliverable and promptly notify Worthwhile whether the Deliverable is satisfactorily complete, as defined by the SOW or Hill Statement. If Client does not provide feedback regarding the Deliverable, then it will be deemed accepted after the feedback deadline has passed, which is the longer of 1) five business days, 2) another agreed feedback timeline as set forth in the SOW or CIS.
- In the event Client deems the Deliverable to be unsatisfactory, Client will inform Worthwhile of the deficiencies in writing and Worthwhile will remedy the Deliverables to remove the deficiencies.
Standard Policies and Procedures
1. Worthwhile Employee and Company Standards. Worthwhile takes pride in its employees and expects high standards of professional and ethical conduct. Worthwhile also maintains policies guiding expected behavior and processes, including standard background checks for all new employees, the maintenance of a drug-free workplace, privacy and data protection standards, and nondiscrimination policies that meet or exceed those required by law.
2. Branding and Trademarks. Any branding, re-branding, logo design, or other activity involving the creation or launching of any trademark or service mark, such services do not include trademark or service mark search, clearance search, infringement search or other such legal services. The responsibility for securing such legal services falls solely with Client.
3. Website Legal Text. Software or Website design, creation or development does not include drafting any legal or policy documents, such as Terms and Conditions, Privacy Policies, or Sales and Return Policies. The responsibility for securing legal services to create these documents falls solely with Client.
4. Alternative Languages. Unless explicitly stated in a SOW or CIS, Worthwhile’s products, services, websites, support, and other Deliverables will all be provided in English only. Providing support, content, or material in other languages is subject to a separate agreement and may have additional third-party costs needed for translation, internationalization, and localization.
5. Accessibility under the ADA and §508 Compliance. Worthwhile applies best practices to improve accessibility and ADA compliance. But aside from these best practices, Worthwhile does not provide, without a specific and separate engagement, any guarantee that any interfaces included in your project comply with the Americans with Disabilities Act or §508 of the Rehabilitation Act of 1973. It is your responsibility to determine the extent to which §508 applies to your company and to request in writing the appropriate accommodations needed for any human interfaces be ADA or §508 compliant.
6. Retention of Documents and Client Material. Following termination of our engagement, any otherwise non-public information that the Client has supplied to us will be archived and kept confidential. Upon the Client’s written request, the Client’s papers and property will be destroyed or returned to the Client promptly upon receipt of payment for all outstanding fees and expenses, unless otherwise required by law. The loading and destruction of regular backup files may be subject to a per-hour fee at our standard consulting rates. Our own files pertaining to the engagement will be retained by Worthwhile in accordance with our normal policies. All records and files will be retained and disposed of in compliance with our policy in effect from time to time without further notice to the Client. Subject to future changes, it is our current policy generally not to retain records relating to an engagement for more than one year.
7. Use of Open Source. Worthwhile uses Open Source software in its Deliverables and Services. “Open Source” means any software that is subject to a license certified as Open Source by the Open Source Initiative (https://opensource.org/), or listed as Free Software licenses by the Free Software Foundation (https://www.gnu.org/). Worthwhile Deliverables are all provided to the Client in a manner compliant with all third-party licenses, including Open Source licenses. Further compliance with third party licenses, including Open Source licenses, is Client’s responsibility.
8. Use of AI Systems. Some portions of the code created by Worthwhile may have drafts or snippets that are created with the use of AI systems. Worthwhile only uses services that: 1.) Maintain confidentiality within an account dedicated to Worthwhile and 2.) Do not retain or perform training on the code used to interact with the service. All code that includes any portion created by an AI system is subsequently reviewed and edited by Worthwhile employees to specialize it for each Client’s use case.
9. Consent to Describe Engagement. Worthwhile may, without disclosing any Confidential Information, describe to prospective and current clients its engagement with the Client, including the types of projects undertaken and the results obtained.
Security and Data Protection
1. Security Vulnerability Reporting. To get in touch with Worthwhile security personnel or to report security vulnerabilities, send an email to [email protected]. The PGP key for sending encrypted email to that address may be requested by contacting Worthwhile.
2. Disclosure of Vulnerabilities. Worthwhile is dedicated to prompt and responsible disclosure of vulnerabilities. In the event of a security vulnerability, Worthwhile will: a) identify and fix the vulnerability; b) apply any needed fixes to systems under its control or to which it has lawful access; c) communicate the vulnerability information and fix to affected Clients; and d) disclose the vulnerability publicly, including the fix, as soon as Client data is secure. Worthwhile will also apply the same process to any vulnerabilities found in its own infrastructure.
3. Data Protection Principles. Worthwhile understands that it may come into contact with protected and private data, including protected personal information. Worthwhile maintains appropriate confidentiality with regard to all Client data, and uses it only in conjunction with the following principles:
- Client data is only processed fairly and lawfully;
- Client data is obtained only for specific, lawful purposes;
- Client data is not be held for any longer than necessary;
- Client data is processed in accordance with the rights of data subjects;
- Client data is protected in appropriate ways;
- Client data is not transferred outside national boundaries without approval of the Client in the project plan;
- Client data is only accessed by those who need it for their work;
- Client data is not shared or transported informally.
Worthwhile does not direct the acquisition or use of Client Data and has no ability to determine if any provided Client data is accurate. Client is solely responsible for compliance with appropriate laws regarding its collection and use of data. If Client makes it known in writing to Worthwhile that particular restrictions apply to the use, storage, transfer, or processing of particular data, Worthwhile will comply with Client’s written request.
Unless specified otherwise in a SOW or CIS, any data sets provided by Client, and any machine learning or “artificial intelligence” models created using data sets provided by Client during the course of the engagement with the Client remain proprietary to the Client. For the avoidance of doubt, any data sets created by Worthwhile, and any models created using public domain or Worthwhile-created data sets are the property of Worthwhile and applicable to Worthwhile’s standard non-exclusive license to Client.
4. Worthwhile Data Protection Policies. Worthwhile applies the following policies to all Client data:
- Worthwhile maintains appropriate encryption of all Client data, both on disk and in transit;
- Worthwhile employees are required to stay up to date on security practices, including the use of strong passwords;
- Worthwhile’s computer systems are protected with appropriate security software and network rules.
5. Compliance with Law. Worthwhile will only disclose Client data pursuant to a court order, subpoena, or other lawful request.
6. Data Protection Officer. Worthwhile’s Data Protection Officer may be reached at [email protected].
Continuous Innovation Subscription (“CIS”)
1. Rate Plans. In the absence of a specific agreement otherwise, Worthwhile’s Standard Rate Plans (the “Standard Rate Plans”) apply to all Continuous Innovation Subscriptions provided by Worthwhile. Worthwhile’s Standard Rate Plans are as follows:
| Subscription Level | Terms | Rate |
|---|---|---|
| Walk | Monthly; auto renewal; subscription can be cancelled with a 90 days notice | per Agreement |
| Run | Monthly; auto renewal; subscription can be cancelled with a 60 days notice | per Agreement |
| Fly | Monthly; auto renewal; subscription can be cancelled with a 30 days notice | per Agreement |
| Fly at Mach 1 | Monthly; auto renewal; subscription can be cancelled with a 90 days notice | per Agreement |
| Fly at Mach 2 | Monthly; auto renewal; subscription can be cancelled with a 180 days notice | per Agreement |
| Fly at Mach 3 | Monthly; auto renewal; subscription can be cancelled with a 360 days notice | per Agreement |
Hosting
1. Plan Limits. Worthwhile provides services based on expected use under our existing rate plans. If at any time it is determined that an individual’s usage of system resources is beyond what is expected, we reserve the right to upgrade you to a plan that more accurately reflects your usage or refuse service.
2. Rate Plans. In the absence of a specific agreement otherwise, Worthwhile’s Standard Rate Plans (the “Standard Rate Plans”) apply to all Hosting Services provided by Worthwhile. Worthwhile’s Standard Rate Plans, based on 12-months commitments, are as follows:
| Service Name | Hosting Package | Rate |
|---|---|---|
| Hosting – (per site, per month) | Unmanaged.micro.basic | $50.00 |
| Hosting – (per site, per month) | Unmanaged.medium.extended | $200.00 |
| Hosting – (per site, per month) | Unmanaged.xlarge.basic | $400.00 |
| Hosting – (per site, per month) | Unmanaged.xlarge.extended | $750.00 |
| Hosting – (per site, per month) | Managed.medium.basic | $100.00 |
| Hosting – (per site, per month), incl. Standard SSL certificate and Domain Name Registration and Management (per domain, per month) | Managed.medium.basic.plus | $120.00 |
| Hosting – (per site, per month) | Managed.large.basic | $150.00 |
| Hosting – (per site, per month) | Managed.cluster.basic | $200.00 |
| Standard SSL Certificate – Certificate Setup, Hosting and Maintenance (per certificate, per year) | Any | $200.00 |
| Wildcard SSL Certificate – Hosting and Maintenance (per certificate, per year) | Any | $500.00 |
| Domain Name – Registration and Management (per domain, per year) | Any | $40.00 |
| Domain Name – Availability Watch (per domain, per year) | Any | $50.00 |
| Additional Server Storage – Per additional 10GB or part thereof (per month) | Any | $2.00 |
| Additional Data Transfer Bandwidth – Per additional 10GB or part thereof (per month) | Any | $2.00 |
| Additional IP Address (per IP Address, per month) | Any | $5.00 |
| Reconnection Fee (per Occurrence) | Any | $100.00 |
Month-to-month terms are available at a 25% surcharge.
3. Inappropriate Use of Resources. The following are considered to be inappropriate email uses and may subject a user to termination:
- Harassment of individuals or groups of individuals for any reason;
- The dissemination of illegal or harmful material.
4. Web Page Content. If a page housed on Worthwhile’s servers is deemed to be inappropriate or disruptive by Worthwhile, access to such page may be suspended until the user removes or changes the page. Worthwhile will, in its sole discretion, make the determination of what is inappropriate or disruptive.
5. Copyright Infringement. Worthwhile is committed to complying with U.S. copyright law. The Digital Millennium Copyright Act of 1998 (“DMCA”) provides recourse for owners of copyrighted material who believe that their rights under U.S. copyright law have been infringed on the Internet. Under the DMCA, copyright owners may contact the authorized agent of an Internet service provider to report alleged infringements of their protected works appearing on Web pages hosted by the service provider. Upon receipt of a properly filed complaint satisfying the requirements of the DMCA, Worthwhile will remove or block access to the allegedly infringing material hosted by Worthwhile. If you believe in good faith that a notice of copyright infringement has been wrongly filed, you may submit a counter-notice to Worthwhile. Clients who are the subject of a DMCA notification that meets the below criteria may be subject to account termination at Worthwhile’s sole discretion. Worthwhile will not be a party to disputes over alleged copyright infringement.
If you believe that your copyrights have been infringed, or if a notice of copyright infringement has been filed against you, we advise that you seek legal counsel. We are providing the following information to you for informational purposes only.
DMCA: Submitting or Responding to a Copyright Infringement Claim
If you are a Copyright Owner and would like to submit a copyright claim for materials you believe are being posted or displayed in violation of your copyrights, please submit (or have your agent submit) the following information via email to [email protected]. Please place the words “Copyright Claim” in the subject line.
A copyright claim can also be submitted by mail to our Notification Address:
The Worthwhile Company, LLC.
P.O. Box 26764
Greenville, SC 29616
You must include all of the following information in any DMCA request submitted to Worthwhile:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.
4. Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Failure to include all necessary information may result in your claim being discarded without action. The statements you make must be after reasonable inquiry into their truthfulness and support under the law. Frivolous or false claims may result in a counter-action under section 512(f) of the DMCA. The penalties for misrepresentation can include actual damages and attorney’s fees.
Upon receipt of a proper DMCA claim, Worthwhile will remove or disable access to the material that is claimed to be infringing, if we are able to specifically identify the material alleged to be infringed. We will forward the Complaining Party’s written notification to the alleged Infringer and will take reasonable steps promptly to notify the alleged infringer that we removed or disabled access to the material.
If you are one of Worthwhile’s clients and you have received notice from Worthwhile that we have received a claim concerning anything on your site, or if information from your site has been taken down due to a copyright claim, you may provide a Counter Notification by emailing us at [email protected]. Please include the words “DMCA Counter Notification” in the email subject line.
DMCA Counter Notifications can also be submitted by mail to the Notification Address.
The Counter Notification must include all of the following information:
1. The physical or electronic signature of the subscriber.
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
3. A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
4. The subscriber’s name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber’s address is outside of the United States, for any judicial district in which the service provider may be found, and that the subscriber will accept service of process from the person who provided the Copyright Claim notification or an agent of such person.
Failure to include all necessary information may result in your DMCA Counter-Notification being discarded without action. The statements you make must be after reasonable inquiry into their truthfulness and support under the law.
Upon receipt of a Counter Notification, Worthwhile will promptly provide the Complaining Party with a copy of the Counter Notification, and inform the Complaining Party that it will replace the removed material or cease disabling access to it within ten (10) business days. We will replace the removed material and/or cease disabling access to it in no more than fourteen (14), business days following receipt of the Counter Notification, unless we receive notice that a lawsuit has been filed requesting the court to enjoin any infringing activity.
Service and Consulting Packages
1. Standard Fees. In the absence of a specific agreement otherwise, Worthwhile’s standard service and consulting fees (the “Standard Fees”) apply. Worthwhile’s Standard Fees are as follows:
| Service Name | Fee |
|---|---|
| Software Assurance (for solutions up to $100,000.00), per month | $333.33 |
| Software Assurance (for solutions greater than $100,000.00), per month | 4/12% of solution value |
Service Level Objectives
1. Standard Fees. In the absence of a specific agreement otherwise, Worthwhile’s standard service and consulting fees (the “Standard Fees”) apply. Worthwhile’s Standard Fees are as follows:
| Service Name | Fee |
|---|---|
| Service Request Level – Severity 4 (Problem Management); up to 3 hours pre-approved; invoiced in 15 minutes increments; per hour |
$250.00 |
| Service Request Level – Severity 3 (Problem Management); up to 3 hours pre-approved; invoiced in 15 minutes increments; per hour |
$300.00 |
| Service Request Level – Severity 2 (Incident Management); up to 3 hours pre-approved; invoiced in 30 minutes increments; per hour |
$375.00 |
| Service Request Level – Severity 1 (Incident Management); up to 3 hours pre-approved; invoiced in 1 hours increments; per hour |
$500.00 |
2. Service Promise. Unless some other arrangement has been agreed upon with the Client, Worthwhile does respond to Service Requests (Incident or Problem) on business days between 8:00am (EST) and 5:00pm (EST).
Worthwhile will acknowledge receipt of Service Request within 1 (one) business hour to 1 (one) business day, depending on the severity.
Worthwhile will assign resources to a Service Request within the following Service Levels:
- Severity 1: Within 1 (one) business hour
- Severity 2: Within 8 (eight) business hours
- Severity 3: Within 3 (three) to 5 (five) business days
- Severity 4: Within 7 (seven) to 10 (ten) business days
Once resources have been assigned, Worthwhile will communicate who is working on Client issue and such work will begin at such time and continue until it has been resolved.
3. Client Promise. Client will submit Service Requests electronically at https://worthwhile.com/support.
With the submission of a Service Request, Client chooses the severity level and thus the rate at which Worthwhile will charge for services and authorizes up to 3 (three) hours of effort for Worthwhile to research and address the request.
Should Client require a purchase order to approve payment, Client will submit the required purchase order number with the request.
With the submission of a Service Request, Client acknowledges that the submitter is authorized to request this work on behalf of Client and that Client will pay for all charges incurred according to Worthwhile’s Standard Fees.
Client promises to be responsive to Worthwhile inquiries to help Worthwhile resolve any service request in the most efficient way. Once Worthwhile assigns a resource to address Client Service Request, Client promises to provide requested information within the following time frames:
- For severity 1 requests within 15 minutes
- For severity 2 requests within 15 minutes
- For severity 3 requests within 30 minutes
- For severity 4 requests within 60 minutes
Should Client be unreasonably unresponsive, then Worthwhile reserves the right to schedule the continuation of the remaining work for a later time. This will not reduce the hourly fees being charged for the work.
Disputes and Warranties
1. Dispute Resolution Process. The following Dispute Resolution Process applies to any Service, Deliverable, or other claim arising under any agreement between Worthwhile and a Client:
- As a prerequisite to filing any action under this Agreement, a party wishing to raise a dispute must provide written notice and a disclosure of the basic facts and circumstances necessary to understand the dispute to the other party. The parties will then engage in good faith discussion and efforts to resolve the dispute, including a 30-day cure period extendable by agreement of both parties.
- If the parties fail to resolve the dispute through good faith two party discussion, the dispute is then submitted for non-binding mediation before a neutral third party, to be chosen jointly by the parties. The mediation shall be conducted and administered by the American Arbitration Association (AAA) under its mediation rules. The costs of any mediator shall be borne by the party requesting mediation.
2. Warranties. Unless otherwise specified, the Services and any accepted Deliverables in any SOW or CIS are provided as-is and with all faults, without any representation or warranty of any kind, either express or implied, including without limitation any representations or endorsements regarding the use of, the results of, or performance of the services, its appropriateness, accuracy, reliability, fitness for purpose, or correctness. The entire risk as to the use of this product is assumed by Client.
Updates to Standard Terms
1. Revision Procedure. Worthwhile’s Standard Terms may be updated from time to time by posting an updated copy on Worthwhile’s website, by providing an updated copy to a Client, or both. Note that Worthwhile typically updates its Standard Terms, including its Standard Rates, once a year in January. Requests for new Services or the continuation of Services by the Client indicates acceptance of the updated Standard Terms.
2. Effect of Revisions. Revisions to Worthwhile’s Standard Terms do not affect the agreed-upon prices in a SOW or CIS unless the SOW or CIS itself defines the prices relative to Worthwhile’s Standard Terms.
Definitions
Any capitalized terms not defined herein are given the meaning assigned to them in Worthwhile’s Master Services Agreement.
Vocabulary. It is essential to have a solid shared vocabulary when working together. This list of terms provides a definition of what the term means.
- Big Idea. A good Big Idea casts a strategic vision of a future that is enabled by a particular technology initiative.
- Business Case. A defensible explanation of the reasoning and calculations behind a specific potential financial benefit of taking some action, or the potential financial costs of inaction.
- Capacity Plan. A set of statements that describe the various aspects of application scale (such as Registered Users, Concurrent Users, Data Retention, etc.) and what the planned growth of those metrics will be over the next one and three years.
- Defect. An instance where an application is not functioning properly. Defects have the following categories:
- Functional – The system is not functioning as designed by preventing a User Story from being completed, a Need from being met, or a Wow from happening.
- Error – The system reports an error message at an inappropriate time or to an inappropriate audience.
- Security – The system potentially exposes Sensitive Personal Information to an unauthorized individual.
- Stability – A Defect that is identified as the root-cause of crashes or slow response times.
- Enhancement. A new Experience Hill that will add new Wows to the design.
- Experience Hill. A requirement, success criteria and meaningful outcomes for a user of the system (“Stakeholder”).
- Iteration. A single execution of Worthwhile’s Design-Build-Run loop. At the beginning of an iteration Worthwhile and Client build a Roadmap and focus on the “now” experiences. At the end of the loop Worthwhile and Client revisit the Roadmap, assess new Experience Hills that were identified during the Build and Run Phases as well as the Core and More sections of the Roadmap, make any adjustments necessary to create a revised Roadmap with a new “now” scope for the next Iteration.
- Minimum Viable Product (“MVP”). An initial release level of functionality and visual style that provides enough value that it is worth using, but built in a very simple way so that its value is minimal.
- Needs Statement. Something that a user needs to accomplish in support of an Experience Hill. Each Needs Statement will have a corresponding User Story and Automated Testing Script that validates the need is being met.
- Open API Specification (“OAS”). The Open API Specification defines a standard, language-agnostic interface to RESTful APIs which allows both humans and computers to discover and understand the capabilities of the service without access to source code, or documentation. As a design document this represents the contract between the UI and API engineers and defines the models for the Data engineer.
- Persona. A user type, typically identifies access control roles for Identity and Access Management RBAC (Role Based Access Control) features.
- Problem Statement. A problem statement is a concise description of an issue to be addressed or a condition to be improved upon. It identifies the gap between the current (problem) state and desired (goal) state of a process or product.
- Prototype. A visual representation that shows what the solution will look like, and complements the User Stories by showing what the User Story tells.
- Research. Design Research can be classified as:
- Reference Research which is the practice of compiling reference materials like standards, integration API documentation, Client processes, forms, checklists or other assets that may be needed for design;
- Contextual Inquiries that seek to answer a set of questions by observing Sponsor Users in the act of doing something specific;
- Interviews that seek to gather a broad range of information from a few key Sponsor Users in a structured way;
- Surveys that seek to gather large amounts of data from a wide audience that can inform design.
- Roadmap. A document that organizes well stated Experience Hills into those that Worthwhile is working on Now, the hills Worthwhile believes will need to be completed to reach a Core (or MVP) set of functionality, and those Worthwhile is keeping for possible future Enhancements.
- Sensitive Personal Information (“SPI”). Sensitive Personal Information is defined as information that if lost, compromised, or disclosed could result in substantial harm, embarrassment, inconvenience, or unfairness to an individual.
- Service Architecture Diagram (“SAD”). A Service Architecture Diagram shows the data stores, back-end services and front-end portals as well as integrations with external systems and between components.
- Service Management. The Information Technology Infrastructure Library (“ITIL”) software operations practice of actively managing the availability, responsiveness, and recoverability of an application. Service Management processes encompass:
- Service Level Objectives (“SLO”) that describe the desired availability, responsiveness and recoverability goals for an application or service. Typically expressed as “9’s” availability, stratified response time metrics, and disaster recovery time goals.
- Service Level Indicators (“SLI”) that identify the exact metrics that are used to measure performance of a service against the SLOs for that service.
- Service Level Agreements (“SLA”) that identify clear penalties that are to be paid for failing to comply with an SLO as measured by an SLI.
- Capacity Requirements that identify key growth metrics that the system should be designed to support.
- Recovery Requirements that identify disaster recovery process and requirements.
- Note that not all applications will have SLA’s, but all should have SLO’s and SLI’s.
- Stakeholder. Anyone that plays a role in the Wow of an Experience Hill.
- Sponsor User. A real world user who experiments with Prototypes while the designers observe their usage.
- User Story. A list of the individual steps a user will complete to meet a single Needs Statement.
