This Annex shall supplement the standard terms and conditions of Connectus Business Solutions Ltd (the “Terms”). In the event of an inconsistency between the Terms and this Annex, this Annex shall prevail.
In this Annex, the following terms shall have the following meanings:
Downtime: the amount of time the Hosting Services are unavailable, as measured solely and only by the Company internal monitoring systems.
Setup Cost: the cost to the Customer of setting up the Hosting Services.
Uptime: the amount of time the Hosting Services are available, as measured solely and only by the Company internal monitoring systems.
Unless otherwise stated, the Hosting Service is unmanaged and although the Company will attempt to provide support for any third party software, no guarantee is made on the level of support the Company provides for any third party software.
The Customer remains responsible for maintaining appropriate backups, security controls, access permissions and disaster recovery arrangements for any data, applications or materials hosted using the Hosting Services, unless such services are expressly included in the Order.
The Company shall not be responsible for any failure, interruption or degradation of the Hosting Services caused by third party software, Customer equipment, Customer configuration, internet connectivity, acts or omissions of the Customer or any third party, or events outside the Company’s reasonable control.
Any problems caused by the Customer to the output of the Hosting Services, (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 obligations in this paragraph 3 are in addition to those provided for at clause 5 of the Terms and paragraph 2 of this Annex.
The Customer must ensure its usage of the Hosting Service is within the guidelines set out in the Acceptable Usage Policy.
The Customer shall pay the Setup Cost and the ongoing fees of using the Hosting Services, as specified in the Order, within 14 days of falling due.
All charges are exclusive of VAT and any applicable taxes, which shall be payable by the Customer in addition. The Company may suspend the Hosting Services in accordance with the Terms where undisputed sums remain unpaid after the due date.
This Contract shall commence on the date hereof and will continue for the Minimum Period, being 3 years from the date hereof.
At the end of each 12 month period from commencement of the Minimum Period, the Contract shall automatically renew for a further 3 years.
Pursuant to clause 13.1 of the Terms, on expiry of the Minimum Period, the Customer may terminate this Contract by serving not less than 3 months’ written notice on the Company, such notice not to expire before the end of the then-current term.
The Customer acknowledges that the allocation of risk in this Contract reflects the price paid for the Hosting 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 this 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 Hosting Services.
For the avoidance of doubt, the Company shall not be liable for loss of profits, loss of revenue, loss of business, loss of goodwill, loss or corruption of data, loss arising from interruption to business, or any indirect, consequential or special loss, whether arising in contract, tort, negligence, breach of statutory duty or otherwise, except to the extent such liability cannot lawfully be excluded.
Pursuant to clause 12.1 of the Terms, the Company’s total aggregate liability under this Contract shall not exceed the total fees paid by the Customer to the Company for the Hosting Services in the 12 months immediately preceding the event giving rise to the claim.
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