Nuco Technologies Ltd t/a Host-IT™ Internet Solutions
Nuco Technologies Ltd - VPS/VDS Terms and Conditions & SLA
- Scope of the Agreement
- Service Delivery
- Fees and Billing
- Expiry and Cancellation
- Upgrades and Downgrades
- Appropriate Usage of the Services
- Your Additional Responsibilities
- Remedies & Limitations
- Entire Agreement
1. Scope of the Agreement
1.1 This Agreement covers the provision of Virtual Private Server (VPS) services and Virtual Dedicated Server (VDS) services, by Nuco Technologies Ltd/Host-IT Internet Solutions ("Nuco").
1.2 The Services comprise Nuco creating a partition of space on a physical host server, available to the customer with certain, limited server functions granted to the customer via software control (a "Virtual Private Server – VPS or VDS"). The customer accepts that this is not the same as a Dedicated Server and as such access to related software and certain functions of the system hardware is limited.
1.3 Nuco agrees to provide the use of a Virtual Private Server to the customer, for their exclusive use at the price and service length term agreed upon (as per order confirmation page on the www.host-it.co.uk website) before the service commencement.
1.4 Subject to events outside of our control (see Clause 2 below), Nuco also agrees to maintain the host server hardware on which the Virtual Private Server is located and keep the Virtual Private Server running. The customer acknowledges that Nuco is not responsible for managing or updating any software that the customer places onto the Virtual Private Server in any way.
1.5 Where Server Management HAS NOT been selected as part of the Virtual Private Server order, the customer represents and warrants that they have or have access to the knowledge and expertise necessary to configure, maintain, monitor, and secure the Virtual Private Server.
1.6 Access to the Virtual Private Server is limited to the customer and anyone authorised by the customer.
2. Service Delivery
2.1 Every reasonable effort is made by Nuco to maintain the uninterrupted operation of the Virtual Private Server service. Despite this, due to a number of circumstances that are beyond the control of Nuco, the customer acknowledges that given the nature of such services, Nuco cannot guarantee that the Services, when delivered via the internet, will be uninterrupted or error free.
2.2 The Virtual Private Server is provided by Nuco to the Customer on an "as is" and "as available" basis. Nuco gives no guarantee that;
2.2.1 the Virtual Private Server supplied will meet the customers' requirements unless this is advised and confirmed in advance either in writing, ticket or email.
2.2.2 the Virtual Private Server will be provided on a continual uninterrupted, or error-free basis; however where there unavailability of the Virtual Private sever – the SLA (see section 12) will apply.
2.2.3 the Virtual Private Server will be compatible with any files or software that the Customer installs or uploads onto the Virtual Private Server.
2.3 If the customer requests a restore to the default settings of their Virtual Private Server to be performed by the Nuco Support Dept OR performs the restore themselves at any time during the term of the Services, they acknowledge that they are responsible for all data back-up, pre-restore attempt and that Nuco will not be liable for any loss of data or other consequences of such action.
3. Fees and Billing
3.1 The Services shall be charged in accordance with the fees set by Nuco as set out on the Order Confirmation page of the www.host-it.co.uk website. These may be varied from time to time and are as published on the www.host-it.co.uk website. Prices quoted will be net of VAT unless stated as inclusive of VAT.
3.2 All VPS services are payable in advance, via the customers online billing panel via Credit/Debit card or PayPal and the customer can store their payment details on the billing panel for regular billing. Other payment types may be accepted and surcharged accordingly. Please email@example.com confirmation on the applicable fees. All payment is in £ Sterling.
3.3 Virtual Private Server services are for the minimum period ordered and renew automatically for the same term previously selected UNLESS the customer pro-actively requests service cancellation BEFORE the next renewal date (see Section 4 below) OR requests an alternative term length (see Sections 3.8 and 3.9). Recurring service invoices will be generated 7 days in advance of the renewal date and sent out via email to the customer.
3.4 Customers who purchase a VPS with a Windows server operating system licence acknowledge that this licence is leased to them and is not theirs to keep or transfer and is relinquished back to Nuco when the customer wishes to cancel the service. The customer also acknowledges that payment for the licence is charged as part of the Virtual Private Server rental and is not paid directly to Microsoft. The customer also acknowledges that Microsoft dictate the price of the software and can makes changes from time to time.
3.5 If Customers upgrade the specifications of their Services (where permitted) during the term of the Agreement, the price difference will be charged immediately at a pro-rata rate relative to the remainder of the current billing period and the unit price of each element of their upgrade.
3.6 If Customers downgrade the specifications of their Services (where permitted) during the term of the Agreement, the price difference in relation to the remainder of the current billing period cannot be refunded. The full price of the downgrade will then be charged at the start of the following billing period.
3.7 Monthly, Quarterly, Semi-Annual, Annual Biennial and Triennial payment options are for the minimum period of the option selected by the customer (i.e. an annual payment term is for a minimum of twelve months and a one month payment term is for a minimum of one month). Longer term payment options are discounted to reflect the longer term commitment so as a result there are no refunds if they are terminated mid-term so if the customer only requires short term hosting they should ensure that they select the lowest term available for the service they are ordering.
3.8 Customers can change their current selected billing periods to be monthly, quarterly, 6 monthly, annually and biennially via their online billing panel and this will take effect at the end of the existing service term selected. If an invoice has already been raised by the billing panel for the next period then customers will not be able to make the change themselves and will instead need to raise a support ticket from within their online panel to request an alternative billing period and the recent invoice will then be manually cancelled and new one generated for the new period.
3.9 Customers acknowledge that in the event of an invoice for the Virtual Private Server service continuation not being paid on the invoice due date then their Virtual Private Server will be suspended within 30 days of the invoice due date and terminated within 60 days of the invoice due date. Once terminated, all data will be deleted and is non-recoverable.In the case of automated payments, it is the customers' responsibility to ensure that their payment details are up to date and funds are available. Where automated payments have been unsuccessful, the customer will be notified by email and several automated payment attempts will be made.
3.9.1 Where payment for services is overdue, Nuco reserve the right to charge interest at the rate of up to 8% per month, and also reserve the right to suspend service (see 3.9), with a re-connection fee of no less than £25 + VAT. In the event that payment is overdue in excess of three times in any 12 month period Nuco also reserve the right to suspend the monthly payment option and require full payment to the end of the current service term length. Nuco may charge the customer a reasonable fee to cover the administration costs of Nuco if any payment the customer is required to make is not honoured by the customers' bank/building society/credit card company, the current minimum charge is £45 + VAT.
4. Expiry and Cancellation
4.1 For security customers may terminate their contract with Nuco via their online billing panel OR in writing (see cancellation section of our General Terms And Conditions for more information).
4.2 Customers may cancel any Add-ons via their online billing panel.
4.3 Customers acknowledge and understand that upon cancellation their data is automatically removed on the date of cancellation and it is their responsibility to ensure that a full back up has been made by them prior to cancelling.
4.4 In the event that the Customer cancels their Virtual Private Server mid-way through their contract with Nuco, they will not be entitled to any refunds for the remaining amounts or any other related amounts.
4.5 In the event that Customers wish to continue with Nuco but have set their contract to cancel at the next renewal point, Customers may "undo" this request prior to the renewal date by raising a support ticket from within their online billing panel.
5. Upgrades and Downgrades
5.1 Where permitted, Customers may upgrade or downgrade their Virtual Private Server package via their online billing panel.
5.2 For terms in relation to Billing with Upgrades and Downgrades, please see sections 3.5 and 3.6.
6. Appropriate Usage of the Services
6.1 Customers may only use the Nuco Virtual Private Servers for lawful purpose. Transmission of any material in violation of any Federal, National or Local regulation is prohibited. This includes, but is not limited to copyrighted material, material legally judged to be threatening or obscene, and material protected by trade secrets. Nuco expressly forbids anyone from using servers for the propagation, distribution, housing, processing, storing, or otherwise handling in any way which can be 'reasonably' deemed to be objectionable in law.
6.2 In order to protect our own interests there are a number of restrictions relating to content on Virtual Private Servers.The following are not permitted:· Any site advocating illegal activities.· Certain radical or cult style groups.· Any site/service specifically slandering another person or organization or another cultural, religious, or ethnic group· Posting any Warez-related material - (pirated software, software evaluation cracks, etc.)· Any other questionable material, as determined by Nuco
6.3 Any attempt to undermine or cause deliberate harm to any part of the Nuco network or any of its equipment or that of its suppliers or customers either directly or through a third party is strictly prohibited and may result in immediate suspension of service.
7.1 Nuco will supply 24-hour, 7 seven days a week Support for the hardware and network which run the Virtual Private Server infrastructure.
7.2 Unless "Part-server" or "Full Server" management has been selected by the customer as part of the Virtual Private Server package then Nuco does not provide phone or e-mail support or other technical assistance for the administration of the Virtual Private Server or otherwise related to the Services.
7.3 The customer acknowledges that any support provided by Nuco does not cover software or any other content uploaded or installed by the customer or third parties authorised to access the Virtual Private Server.
7.4 For customers with Server Management, Nuco provides telephone support between the hours of 9am and 5pm, Monday to Friday (excluding public holidays). Ticket support is also available between the hours of 9am and Midnight, 7 days per week.
7.5 Nuco will provide customers with access to an easy to use online panel that enables the customer to virtually "reboot" their Virtual Private Server.
8. Your Additional Responsibilities
8.1 By hosting information on a Virtual Private Server, depending on the configuration of the Virtual Private Server, the customer acknowledges that such information may be accessible to all Internet users. Nuco does not limit or restrict access to this information, nor do we protect any of this information from copyright infringement or other wrongful activity taken by third parties. As such, the customer assumes full responsibility and risk for their use of the Virtual Private Server.
8.2 It is the customers' sole responsibility to ensure that Back Ups of all of their data held on the Virtual Private Server is taken. Nuco can supply an offsite data backup solution which can be installed onto the Virtual Private Server as an optional extra OR the customer can source and use an alternative service of their own choosing. Nuco will retain a snapshot of the Virtual Private Server which is solely used for restoration purposes in the case of a catastrophic failure of the Virtual Private Server system hardware and is NOT available for general data recovery purposes.
9. Remedies & Limitations
9.1 In no event shall Nuco be liable for any loss of profits, loss of business, or any indirect, special, exemplary, punitive, incidental or consequential damages as the result of any such action or inaction without regard to the likelihood of any such damages.
9.2 Nuco is not responsible for any delay, lack of connection, slow connection, loss of data, loss of usability, or any other similar issues, due, but not limited to, any of the following:
9.2.1 the active or passive negligence of Nuco, the customer or any third party;
9.2.2 downtime due to scheduled maintenance;
9.2.3 an upgrade, downgrade or other alteration to the customers' Services or the Virtual Private Server;
9.2.4 hardware failure, (including issues caused by other users on the same hardware);
9.2.5 Incompatibility; or
9.2.6 customers' error.
9.3 Nuco may limit or deny access to the customers' Services and its systems if, in the judgment and sole discretion of Nuco, such action is required to prevent damage to the network (including, but not limited to, software and stored data) or to ensure the integrity or security of the network.
10. Entire Agreement
10.1 This Agreement and any document referred to in it constitutes the whole agreement between the parties to it and supersedes any arrangements, understandings or previous agreements between them relating to the subject matter they cover. Each party to this Agreement acknowledges that in entering into this Agreement and any documents referred to in it, it does not rely on and shall have no remedy in respect of, any statement, representation, assurance or warranty of any person other than expressly set out in this Agreement or those documents. Nothing in this Agreement operates to limit or exclude any liability for fraud.
11.1 The provision of the Services and the application of these terms and conditions are governed by English Law and subject to the exclusive jurisdiction of the English Courts.
12.1 The SLA is applicable for all GOLD and above Virtual Private Server packages.
12.2 Where availability to the internet is less than 100% permitted in any calendar month known as "down-time". At the Customer's request, for each complete hour of qualifying service interruption in any calendar month, the customer account shall be credited for the pro-rata charges for one day of the monthly fee for the service to a maximum of 50% of the total amount payable in that month excluding any additional bandwidth prices.
12.3 Definition of down-time.Down-time consists of any period where the connection to the VPS is unavailable to the internet for a period in excess of 5 minutes from being advised of the problem via a qualifying method (see below). This is to allow for reboots or in the case of virtual hosting to install operating system upgrades or critical updates or to restore service but is limited to three per day per server as a maximum. This SLA excludes individual services such as com objects and specific script support.Down-time does not include Scheduled Maintenance or any unavailability resulting from the Customer's applications, equipment, or facilities, or code. nor any 3rd party use of the Service authorized by the Customer. Other circumstances beyond our control (ie Force Majeure, war, civil disorder, industrial disputes, inclement weather, acts of central government or failure by other service providers is also excluded).
12.4 Scheduled Maintenance – Nuco will give a minimum of 48 hours' notice for urgent maintenance and at least seven days for any normal scheduled maintenance. However critical maintenance may need to be performed immediately if this is either service affecting or for security.
12.5 Qualifying contact methods.
In order to qualify, customers must report an outage to NUCO via an appropriate method, which are as follows;
12.5.1 During office hours - fax or via our support ticket system.
12.5.2 Out of hours – support ticket system (Critical status)
12.6 Claims must be received in writing within 30 days via fax or registered letter to our trading address.