WHEREAS the Service Provider (Radical Cloud Solutions) agrees to provide the Customer with certain digital services/products, as set out below in return for an agreed fee. This agreement shall be governed by, construed and interpreted in accordance with the laws of the Republic of Mauritius.
1. INTERPRETATION AND DEFINITIONS
1.1 A “project” can be any continuous or once-off digital service/product provided by the Service Provider to the Customer.
2. TERMS OF SERVICE
2.1 The Service Provider agrees to provide The Customer with certain digital services/products which shall be agreed upon by the parties. The details of the services/products shall be set out in correspondence and quotations supplied by The Service Provider and agreed upon by The Customer. The said correspondence and quotations shall form the object and price of a contract that is binding on the parties.
3. VARIATIONS FROM QUOTATIONS
3.1 Due to the nature of digital services, price variations can occur as the project evolves. For this reason, any prices quoted may change depending on project variations agreed upon by both parties.
3.2 Any written correspondence between the parties including letters, emails, Skype and Whatsapp texts may vary the project parameters and accordingly vary the project price.
3.3 The Service Provider will supply the Customer with written estimates for variations to projects if requested to do so by the Customer. However, price variations shall apply when projects are varied whether or not prices have been quoted.
3.4 Prices of subscription services/products may change without notice. The Service Provider is an intermediary between the providers and the Customer and may not be given forewarning of any pricing changes. In addition currency exchange and inflation may necessitate price changes.
4. INVOICING AND PAYMENT
4.1 The Service Provider will specify in their estimate how often The Customer will be invoiced.
4.2 Subscription or service fees will be charged monthly or annually in advance, as the case may be, to secure ongoing service.
4.3 The first invoice for a monthly subscription service covers a two month period to create a buffer between potential service suspension and cancellation in the event of a missed monthly payment.
4.4 Consultancy fees will be charged in arrears, after such work has been completed.
4.5 Should the Customer fail to pay an invoice before the specified due date, then the Service Provider reserves the right to suspend all further work for The Customer and deactivate services until such time as payment is made in full.
4.6 Up to 4% can be charged additionally to any billed service due to exchange rate fluctuation and an additional 4% may be added to cover bank charges and card fees.
4.7 For ad-hoc billing of advertising / usage-based services the Service Provider may retain up to 30% of the agreed budget for management purposes including but not limited to bank charges, advertising overspend and other unforeseen costs that may be incurred in the process.
5.1 The Service Provider may or may not receive discounts from third-party suppliers.
5.2 Should a discount be provided, it is at the discretion of the Service Provider to pass this on to the Customer and the terms on which that discount will apply.
5.3 Discounts for Google Workspace are provided as fixed discounts and only allow an increase in licences with no option for decreases.
5.4 Discounts for Unleashed are applied as long as they are available and may be removed at any point.
5.5 The Customer is responsible to ensure they are happy with the terms of any discount offered before making payment.
6. HOURLY RATE CHARGES / IT SUPPORT
6.1 The Service Provider offers both hourly support packages and monthly support packages on retainer. In the absence of a written agreement for a support package, a standard hourly ad-hoc rate will be charged for work carried out.
6.2 Upon agreement of a support package, the service will continue until such time as the Customer discontinues the service in writing.
7.1 The Service Provider will at all times try to ensure that the services it provides function correctly, however it will not be responsible for any poor performance, disruption, cancellation, virus or malware damage, loss of data, or other problems that may occur with the service/s provided by third parties. Should such problems occur, the Service Provider will endeavour to the best of their ability and within their responsibility to minimise the effect and/or duration of any such instances, and restore the services to their correct functions.
7.2 If the problem is due to an error caused by the Service Provide then the Customer will not be charged for its repair.
7.3 If the problem is not due to an error caused by the Service Provider then the Customer will be invoiced accordingly, unless the technical support offered by the Service Provider falls within the scope of an existing support agreement.
7.4 The Service Provider may carry out market research to create projections for service performance, however, it cannot guarantee the performance of any service as they depend on variables out of the Service Provider’s control.
8. INFORMATION SUPPLIED BY THE CUSTOMER
8.1 The Customer is responsible for supplying the Service Provider with accurate and up to date information in order for the Service Provider to fulfill its contractual obligations.
8.2 The Service Provider will not be held responsible for any incorrect data used in the services deployed.
8.3 The Customer is solely responsible for the quality of images supplied to the Service Provider.
8.4 The Customer is solely responsible for any delay in project delivery and any extended billing that is as a direct result of a delay in required content being supplied to the Service Provider.
9.1 The Service Provider does not accept liability for delays in reaching a deadline or launch date caused by the Customer. Examples include, but are not limited to:
– Supplying necessary data.
– Providing design feedback.
– Accepting and signing-off on work carried out.
10. PRE-EXISTING SERVICES
10.1 The Service Provider does not accept any liability for the performance of a website, database or any other digital entity/service that has been developed/setup for the Customer by anyone other than the Service Provider.
11.1 In the provision of digital services, data backup facilities may be utilised in certain instances.
11.2 In the case of hosting and ancillary services, it is the responsibility of the Customer to back up their data, unless they utilise a subscription where the Service Provider creates backups on a schedule agreed between the parties.
11.3 If data is lost as a result of Customer misuse of the service or mistake, the Service Provider may restore the data for a fee, however they are under no obligation to do so.
11.4 If data is lost as a result of problems with the facilities of the Service Provider they will endeavour to the best of their ability to restore the lost data free of charge.
12. TERMINATION OR SUSPENSION OF WORK AND BREACH
12.1 In the event that the Customer frustrates the progress of a project by failing to fulfil their obligations correctly/timeously then the Service Provider may give 14 days written notice to the Customer to fulfil his obligations, failing which the contract will be terminated and the Customer will be charged for work already carried out.
12.2 If a Customer has paid for a project and work has been suspended due to the customer failing to fulfil their obligations for a period exceeding 3 months, then this contract shall be automatically cancelled and any amounts paid shall be forfeited.
12.3 Should a Customer wish to cancel a recurring service, a minimum of 30 days written notice must be supplied to the Service Provider. For services on monthly billing the notice will come into effect in line with the next monthly billing date. For services billed annual, the notice will come into effect during the final 30 days of the paid annual period.
13. PROJECT COMPLETION
13.1 Once a project has been completed/deployed by the Service Provider a Sign-Off Form will be sent for the Customer to complete within 7 days. Should a completed Sign-Off Form not be submitted after 7 days, the project will be considered closed. Resolution of any issues detected and brought to the attention of the Service Provider subsequently will be billable.
14.1 No indulgence granted by either party shall constitute a waiver by the former of any of its rights under this Agreement. Consequently, the granting of such indulgence shall not preclude that party from exercising any rights that may have arisen in the past or may arise in the future against the other party.