1.1 

“Agreement” means these Terms and Conditions together with the terms of any applicable Development Proposal and Cost Specification Documents.

1.2 

“Customer” means the organization or person who purchases services from AMG Solutions.

1.3 

“Intellectual Property Rights” means all copyright and other intellectual property rights, howsoever arising and in whatever media, whether or not registered, including (without limitation) patents, trademarks, service marks, trade names, registered design and any applications for the protection or registration of these rights and all renewals and extensions thereof throughout the world.

1.4 

“Specification” means all or any of the following documents: development proposal, cost specification documents, statement of work, quotation or other similar documents supplied to the Customer describing the services to be provided by AMG Solutions.

1.5 

“Acceptance Date” means the date on which the Software is accepted by the Customer.

1.6 

“Acceptance Tests: means the tests specified in the Specification and/or such other tests as may be agreed in writing between the Customer and Blueberry for the purposes of confirming that the Software operates according to the functional requirements in the Specification.

1.7 

• “Additional Services” means any additional services requested by the Customer to be provided by AMG Solutions as set out in the Specification;

1.8 

• • “Annual Support Fee” means a fee, subject to a separate commercial quotation, to be charged for the optional provision of support services to the Customer by AMG Solutions.

1.9 

• • “Change Request” means a documented request for a change to the Specification or Software or Project Plan or other of the Deliverables made by the Customer or by AMG Solutions.

1.10 

• “Confidential Information” shall include, but not necessarily be limited to, all information which is not publicly known regarding the business, finances, technology, trade secrets, and any other commercially sensitive information of either party regardless of its nature.

1.11 “Deliverables” means the software, documentation and services to be delivered by AMG Solutions to the Customer in fulfillment of this Agreement as set out in the Specification. 1.12 “Project Plan” means the timing and sequence of events agreed between the Customer and AMG Solutions for the performance of this Agreement, as set out in the Specification. 1.13 “Live Operational Use” means the use of the Software in pursuance of the business of the Customer. 1.14 “Mis-use” means use of the Software in a way for which it was not intended to be used according to the Specification. 1.15 “Payment Schedule” means the schedule of payments set out in the Specification. 1.16 “Planned Acceptance Date” means the date specified in the Project Plan on which the Software is intended to be accepted by the Customer in accordance with this Agreement. 1.17 “Price” means the fixed aggregate price for the provision of the Deliverables as set out in the Specification. 1.18 “Project” means the software development, delivery and testing of the Software and the other Deliverables 1.19 “Rates” means the rates set out in the Specification. 1.20 “Software” means the source programs, compiled object code of the software, scripts and installation programs being developed or customized by AMG Solutions for the Customer, as set out in the Specification, including any enhancements and modifications made. 1.21 “Specified Equipment” means the configuration of computer or computers, including operating systems, on which the Software is to function as specified in the Specification. 1.22 “Standard Working Hours” means the hours of 9.00am to 5.30pm UK time Monday through to Friday excluding UK Bank Holidays. 1.23 “System” means collectively the Specified Equipment and the Software. 1.24 “Warranty Period” means the period of three calendar months immediately following the Acceptance Date.