2 The Service
4 Service Suspension & Termination
7 Uptime Guarantee and Service Level Agreement (SLA)
8 Data Protection and use of data
9 Dispute Resolution
10 Law and Jurisdiction
11 Appendix A.
These conditions shall form part of every contract of sale entered by Connects Business Solutions Ltd (“the Company”) to the exclusion of all other terms and conditions including any which the Customer may propose. These conditions may not be varied except in writing signed by an officer of the Company.
This Document relates only to our Hosting services they do not relate to any other product or service supplied by The Company Business Solutions Ltd unless specified herein.
Definitions and Interpretation
“The Company” means The Company providing and operating these services and products. Connectus Business Solutions
“Customer” means the business or businesses, person or persons who are registered with The Company.
“Services and Products” means the services and products described and offered on our website.
“Website” means our presence on the world wide web under https://The Company .com which is available to the public.
“Account” means the record of transactions applicable to a user or users associated with The Company.
“Legislation” means laws or regulations governing the provision of goods or services between The Company and registered users.
“Registered Partners or Affiliates” refer to associated persons or businesses appointed by The Company to distribute our goods or services to end users.
“Acceptable Use Policy” means the guidelines provided by the Company for acceptable use. These guidelines are shown separately on the Company website but may change from time to time. It is also available on request.
“Uptime” refers to the amount of time the Services are available, as measured solely and only by The Company internal monitoring systems. “Downtime” refers to the amount of time the Services are unavailable, as measured solely and only by The Company internal monitoring systems.
By registering and utilising our services the Customer agrees to the following terms and conditions outlined in this document which is effective as of the date The Customer purchase services from the Company.
This Agreement sets forth the terms and conditions of the Customers use of “Services” and represents the entire agreement between The Customer and The Company relating to the Services. By purchasing the Services, The customer acknowledges and agrees that they have read, understand, acknowledge and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies that the Company may establish and post on its website from time to time.
2 The Service
- The Company reserve the right to decline services and goods to the customer.
- The Company reserves the right to perform notified maintenance on all services provided to The Customer and wherever possible will provide advanced notice of such maintenance.
- The customer must ensure they provide the Company with a valid name, address, telephone and email contact address. The customer must inform The Company of any change in their contact details within three days of any changes.
- Unless otherwise stated the service The Company provides is a managed OSX hosting service, although the Company will attempt to provide support for any 3rd party software and programs, no guarantee is made on the level of support The Company provides for any 3rd party software.
- Any problems caused by the Customer to service, (which include, but are not limited to, deletion of necessary operating system files, accidental or intentional infection by a virus/Trojan) may result in extra charges to The Customer. The Company shall have the right upon prior written notice to relocate the Customer service. In the event of an emergency, the Company may relocate the Customer service within such time as may be reasonable and without prior written notice as the circumstances reasonably warrant.
- The Customer agrees to pay the Charges for the Service as detailed in the official signed order
- For the avoidance of doubt, The Company shall be entitled to charge Additional Charges in the event that any Services or work is requested by the Customer which fall outside the scope pf the agreed Service or which are to be completed by the Company outside Working Hours. Any Additional Charges shall become due and be invoiced on completion of the additional work.
- The Charges are exclusive of Value Added Tax which shall be payable by the Customer at the applicable rate.
- the Installation Charges will be invoiced on acceptance of order;
- the Rental Charges will be invoiced monthly in advance; and
- Payment of invoices will be made in full by Direct Debit if no Direct Debit mandate is signed then a £75 per month service charge will be applied. The Customer shall pay the Charges without off-set or deduction in pounds sterling by the due date specified herein. The Customer shall pay all Charges for the Service whether the Service is used by the Customer.
- If the Customer fails to pay the Charges in accordance with these conditions, the Company may suspend the Service until payment is received in full and the Company may charge interest at the rate of 2% per annum above the base rate of Barclays Bank plc on nay amounts outstanding from the due date until payment is made in full. Service will continue to be billed during suspension of Services.
- The Company will Charge a re-connection fee of £250+VAT to the Customer for all reconnections following the suspension of services
4 Service Suspension & Termination
- The Company may, at its sole discretion and without prejudice to any right which it might have to terminate this agreement or a service, elect to suspend forthwith provision of any service until further notice if:
- The Company is entitled to terminate this agreement or such service; or
- The Company is obliged to comply with an order, instruction or request of government, an emergency service organisation or other competent administrative authority which affects its ability to provide the service.
- The Company may from time to time suspend a service in accordance with any applicable SLA to carry out any necessary maintenance work to the network or the service equipment.
- In the event the suspension is implemented as a consequence of the breach, fault, act or omission of the Customer, the Customer shall pay the Company all reasonable costs and expenses incurred by the implementation of such suspension and/or recommencement of the provision of the service and the Company may recover any other losses suffered as a result of such breach, fault, act or omission.
- The Company shall not be liable for any loss, damage or inconvenience suffered by the customer because of any suspension pursuant to clause 6.2 save where the circumstances set out in clause 6.2 are solely attributable to the negligence of the Company.
- Any communications between the Company and the Customer are strictly confidential any disclosure of telephone calls, quotations, support tickets or email communication between the parties to media organisations, other businesses, discussion forums or any other third parties is strictly prohibited and may result in immediate service suspension.
The Company may terminate Customer subscription at any time, immediately upon written notice via post, email or SMS message if you:
- Breach any term of the Terms and Conditions or Acceptable Use Policy
- Are subject to Insolvency Proceedings.
- If the Company, consider the Customers behaviour or interaction with any member of the Company staff to be inappropriate or abusive. In such an event, the final decision shall rest with the Company without burden of proof.
- Refuse to comply with any of the Company’ s prescribed methods of interacting with the Company, which may change from time to time to account for The Company working practices, for example submitting support via support ticket.
- On termination or suspension of Services the Company shall be entitled to immediately block any website or Service provided to you or hosted for you by the Company as part of the Services and to remove all data located on it. The Company shall be entitled to delete all such data, but the Company may, at its discretion, hold such data for such period as the Company may decide, to allow you to collect it at your expense, subject to payment in full of any amount outstanding payable to the Company. The Company shall further be entitled to post such notice in respect of the non-availability of such website as the Company thinks fit.
- The Customer is entitled to terminate their service once the contracted period stated on the order form has been reached providing 90 days’ notice. Otherwise, the Company will automatically renew the contract for a further twelve months and will invoice and/or collect payment at each normal billing period.
- The Customer agrees to fully indemnify and keep the Company, its subsidiaries, affiliates, officers, partners, employees, and agents fully indemnified from and against all actions, demands, costs (on a full indemnity basis), losses, penalties, damages, liability, claims and expenses (including but not limited to legal fees) whatsoever incurred by it or them and arising from any of the following:
- The Customers breach of the contract and/or this agreement or its negligence or other act, omission, or default.
- The operation or break down of any equipment or software owned or used by the Customer but not the hardware and/or software.
- The Customers use or misuse of the services.
- The Customer infringing (whether innocently or knowingly) third party rights (including without limit IPRs).
- The Customer acknowledges that the allocation of risk in the contract reflects the price paid for the services, hardware, and software and that it is not within the control of the Company how or for what purposes they are used. If any exclusion or limit of liability in the contract is held to be invalid and the Company becomes liable for loss or damage that may lawfully be limited, then such liability shall be limited to the amount paid by the Customer for the services.
- The Company shall have no liability to the Customer for any loss arising from any material, data or instructions supplied whether digitally or otherwise by the Customer or on its behalf which is incomplete, inaccurate, illegible, out of sequence or in the wrong form or arising from late arrival or non-arrival or any other fault by the Customer or on its behalf. No action, claim or demand arising out of or in connection with the contract or this agreement may be brought by the Customer against The Company more than one year after the cause of action has occurred.
- The Company is not responsible for any delay, malfunction, non-performance and/or other degradation of performance of any of the services, hardware or software caused by or resulting from any alteration, modification and/or amendments due to changes and specifications requested or implemented by the Customer whether beyond those already supplied.
- Neither the Company nor anyone else who has been involved in the creation, production or supply of the services, hardware or software shall be liable to the Customer or any other person for any loss in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof by reason of or in connection with this agreement, the contract or the services, hardware, or software for any:
- economic loss of any kind whatsoever, or
- loss of profit, data, business contracts, revenues, or anticipated savings, or
- damage to the Customer’s reputation or goodwill, or
- loss resulting from any claim made by any third party, or
- special, indirect, or consequential loss or damage of any nature whatsoever, and the Customer shall indemnify The Company from and against any claim which may be made against The Company in respect thereof. Some jurisdictions do not allow the exclusion or limitation of implied warranties or of liability for consequential or incidental damages and therefore the above may not apply to the Customer.
7 Uptime Guarantee and Service Level Agreement (SLA)
The Company guarantees that its networking and connectivity services will be available 99.998% of the time.
- The provisions of the agreement pertaining to Force Majeure are unaffected by these terms referring to uptime guarantee. Moreover, downtime caused by any of the following shall not result in any obligation by The Company to provide credit to you:
- Emergency or Scheduled maintenance.
- Denial of Service Attacks (DoS) or Distributed Denial of Service Attacks (DDoS)
- System upgrades.
- Domain name system (DNS) problems outside of The Company control.
- Issues with FTP, POP, IMAP, or SMTP customer access.
- Acts or omissions by you or any of your employees or agents, resulting in downtime.
- Any negligence, willful misconduct, or use of the services in breach of The Company Acceptable Use Policy.
- Problems with users’ web browsers, DNS, or other caching that might make it appear the services are unavailable even though others can still access The Company servers.
- End support and incident management processes along with the supporting Service Level Agreements as detailed in Appendix A
8 Data Protection and use of data.
- The provisions of this Condition shall apply only to the extent that Personal Data (as defined below) is provided by the Customer to the Company or otherwise acquired by the Company in relation to the Contract.
- In this Condition, the following terms shall have the following meanings:
- “Data Controller”, “Data Subject”, “Personal Data” “Data Processor” and “processing” shall have the meanings ascribed to them in Regulation (EU)2016/679 or any subsequent legislation in relation thereto (“The Regulation”) and derivative expressions shall be construed accordingly;
- “Data Protection Legislation” shall mean collectively the Regulation and applicable local legislation, which includes in respect of Personal Data originating in the UK, the Data Protection Act 2018, the Privacy and Electronic Communications (EC Directive) Regulations 2003, the Computer Misuse Act 1990, and the Regulation of Investigatory Powers Act 2000; and
- The Parties acknowledge that the Customer is the Data Controller, and the Company is the Data Processor in respect of all Personal Data processed by the Company for the Contract and the Customer alone as Data Controller shall determine the purposes for which and the way such Personal Data will be processed by the Company.
- Without prejudice any other right of audit that the Customer may have, the Company shall, upon the Customer giving reasonable notice, allow the Customer or its nominated representatives such access to its (and its agents’, subsidiaries and subcontractors’) premises, facilities, equipment, information and records as may be reasonably required by the Customer from time to time to assess the Company’s and/or Company’s personnel compliance with this condition.
- Unless the Customer requests otherwise, the Company may arrange for the Customer’s telephone numbers and details to be published in a telephone directory and made available from directory enquiries services.
- The Company may use or disclose information relating to the Customer that it receives or collates if it is required to do so by its telecommunications operators, law, regulation or rules of a securities exchange or other regulatory authority, but only to the extent of the relevant requirement.
- The use of any information, including call line identification may be subject to (and therefore the Customer shall comply with) the Data Protection Act 1998, EU Data Protection directives, the Telecommunications (Data protection and Privacy) regulations 1999 or any other related law or regulation. The Company reserves the right to withhold calling line identification if it believes that the Customer has failed to comply with this condition, or the Company receives a complaint from its telecommunications operators or any relevant authority.
- The Company shall:
- take all reasonable precautions to protect the Data Controller’s Personal Data and help them in meeting their legal obligations under prevailing Data Protection Legislation.
- submit to audits and inspections providing the Data Controller with whatever information it needs to ensure both the Data Controller and the Data Processor are meeting their obligations under Article 28 of The Regulation and the relevant sections of Data Protection Legislation.
- process the Personal Data only on and in accordance with the written instructions of the Customer and to the extent necessary for the proper performance of the Contract and shall not process the Personal Data for any other purpose.
- maintain records of all processing requested by the Customer.
- not modify, amend or alter the contents of the Personal Data except as required or permitted by the Contract or with the Customer’s prior written consent.
- implement the appropriate technical and organisational measures (including, where relevant, those prescribed elsewhere in the Contract) to protect the Personal Data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, and against all other unlawful forms of processing.
- ensure that it takes reasonable steps to ensure the reliability of any of the Company personnel who have access to the Personal Data; that only those Company personnel who need to have access to the Personal Data are granted access to it; that such access is granted only for the purposes of the proper performance of the Contract; and that the Company personnel are informed of the confidential nature of the Personal Data and comply with the obligations set out in this Condition.
- notify the Customer forthwith, and in any event, no later than 12 hours from the time it comes to the Company’s attention, that any Personal Data has been the subject of accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, or any other unlawful form of processing;
- co-operate fully with the Customer in the event of a Data Breach in providing all relevant information necessary for the Breach Report to the Information Commissioners Office;
- notify the Customer within 7 days of receipt by it of a request or notice from any Data Subject to have access to that person’s Personal Data held by it; and provide the Customer with full co-operation and assistance in relation to any complaint or request, including providing the Customer with any relevant Personal Data it holds, within the timescales provided by the request or notice or as otherwise required by the Customer;
- not retain the Personal Data for longer than is necessary to properly perform the Contract and upon expiry of the Contract for whatever reason, or at any other time at the Customer’s request, securely destroy or immediately return to the Customer all the Personal Data and certify that no copies have been made or retained by the Company or any third party acting on its behalf, provided that such secure destruction or return does not prevent the Company from fulfilling its obligations under the Contract; and comply with all Data Protection Legislation.
9 Dispute Resolution
Any dispute regarding this agreement shall first be discussed between the parties with a view to resolving it promptly. If it cannot be resolved within 28 days then the parties hereby agree that the dispute will be referred for alternative dispute resolution by an appropriate mediation practitioner who is a member of and subject to the rules of the Chartered Institute of Arbitrators.
10 Law and Jurisdiction
The relationship between the parties will be governed by English law and will be subject to the exclusive jurisdiction of the English courts. However, the Company may bring legal proceedings in any other jurisdiction, including the jurisdiction where the Customer is domiciled or based, to recover fees or other sums payable to the Company.
11 Appendix A
A service whereby Connectus will provide a fully managed secure and resilient virtual infrastructure behind a robust firewall to host and deliver the Customer’s specific environment. Connectus will support the operating system and perform updates.
Features & Benefits
- No single point of failure
- Sited in multiple geographic locations within the UK.
- Near instantaneous recovery in the event of system, equipment, or site failure
- Automated backups and retention processes using offsite storage providing a further level of protection.
- Fixed monthly costs
- Flexibility to adjust or increase processing and storage capabilities in-line with demand.
Service Assumptions / Exclusions
- Application support is excluded unless specifically specified.
- Monitoring is included for the underlying infrastructure only.
- Backup excluded unless otherwise specified
Service Desk and Remote Incident Management Service Description
A service whereby Connectus will answer and log all incoming telephone calls from the Customer’s relating to Incidents or Requests relative to the services described within Schedule 1 and log these details into the Service Management Toolset.
Connectus Service Desk will act as a single point of contact for all related incidents and requests. The Connectus Service Desk will take ownership for dispatching cases to agreed 3rd party Resolver Groups via Telephone, Email or portal logging systems as preferred.
Features & Benefits
- Single point of contact
- Customer focused scripts
- Full progress tracking through customer portal
- Improved incident journeys Via Incident Management increasing Customer satisfaction.
- On Going Support and Maintenance
Standard Service Components
Case Management – The Service Desk Analyst will answer the telephone calls from the customer and follow a customer centric script to ensure the information captured is accurate and detailed alleviating the need for future information gathering contact.
The Service Desk analyst will: –
- Use the Connectus Service Management Toolset
- Verify the customer details are correct
- Log the incident details and asset information
- Assign an SLA
- Dispatch unresolved cases to the agreed 3rd party teams and/ or internal resolver groups.
Remote Resolution – The Engineer will:
- Receive incident tickets relating to the services described in schedule 1 and Undertake Investigation and Diagnosis of the case
- Where appropriate make a remote connection via a network communications link to the network device
- If resolved customer confirmation will be obtained and the incident record closed
Escalation and Resolution
- Where a customer is calling about an existing case the Service Desk will follow agreed policies in dealing with escalations / information requirements / case updates
- Once the case has been resolved the 3rd party will contact the Service Desk via the agreed medium at which point the incident will be closed.
All actions taken as part of this process will be detailed on the case notes, all amendments to the cases are date and time stamped.
Service Assumptions / Exclusions
- All Call logging management is undertaken within Connectus service management toolset.
- All Cases are Logged via the Telephone / Email / Customer portal
- Contracts in place between customer and 3rd party which protects stipulates the SLA for call answering between Connectus and 3rd party.
- All Installations are subject to the findings of the physical survey undertaken at the point of implementation.
- Remote and Physical Access is provided by the customer to the installation premises.
- Incidents caused by 3rd Party are excluded from service.
- How Do I questions are excluded from Service
- Mon-Fri 8:00am – 17:30pm
- Excludes Bank Holiday
|1||Critical||Has major customer impact. A major fault impacting the total system operation or system functionality, affecting the system reliability.|
|2||Service Affecting||A serious malfunction causing the system or a specific area of to become inoperative or a severe degradation of the system or feature, but not the whole system.|
|3||Intermittent||Minor system impact. Faults that have minimal impact on the functionality of the system of feature.|
|4||Non-Service Affecting||Faults that have no impact on the normal day to day operation of the equipment.|
|Severity Level||Assignment||Response1||Permanent Fix|
|1||Critical||2 Hours||7 Business Days|
|2||Service Affecting||4 hours||10 Business Days|
|3||Intermittent||8 hours||14 Business Days|
|4||Non-Service Affecting||12 hours||Not Applicable|