This Agreement is made and entered into on this __ day of _______ (Effective Date) by and between WEBBERSTOP INDIA PRIVATE LIMITED (hereinafter referred to as “WSIPL”), a company incorporated under the Companies Act, 1956, and having its registered office at 69, Vardan Apartments, Abhay Khand 3, Indirapuram, Ghaziabad, UP 201010 India having datacenter at H223, Rasoolpur, Sector 63, Noida, Uttar Pradesh 201301, Plot No 13, Bakhtawarpur, Sector 127, Noida and CUSTOMER COMPANY (hereinafter referred to as the Customer), a company incorporated under the Companies Act, 1956/any other specify, and having its registered office at CUSTOMER ADDRESS
1. DEFINITIONS
In this Agreement, the following words and expressions, unless inconsistent with the context, shall bear the meanings assigned thereto:
“Customer Area”: means the rack or any space provided by Service Provider to Customer where the server of Service Provider is located for the purpose of providing Services.
“Customer Agreement Form (CAF)” means the form prescribed by WSIPL, for provisioning of Services to the Customers and includes this MSA and SLA along with Annexure, as executed by the Customer.
“Facility”: The facility is located at office of WSIPL Datacenter in New Delhi where Service Provider provides space, racks for placing the servers.
“Fees”: means the amount invoiced by Service Provider other than the Initial Term fees to be paid to by the Customer for use of services provided by Service Provider.
“Master Service Agreement”: means the agreement which the Customer had acknowledged and agreed to the terms mentioned herein.
“Network” means the portion internal computer network owned or operated on behalf of Service Provider that extends from the outbound port on a Customer’s cabinet switch to the outbound port on the border router and includes all redundant internet connectivity, bandwidth, routers, cabling and switches.
“Representatives” means any person who is nominated or appointed by the Customer to visit the Facility center.
Service Catalogue” shall contain all or any of services/facilities viz., back up facility, dedicated firewall facility, hardware monitoring facility, help desk support, load balance server, network and power uptime, OS management, shared firewall service and Version Control described in Annexure A to this SLA which may be availed by the Customer along with the Services as mentioned in the OF from Service Provider.
“Service Outage” shall mean an unscheduled disruption/failure in any Service offered by Service Provider as per this Agreement, due to which Customer’s server is un-accessible to Customer. The outage of Services due to, but not limited to the following shall be a Service Outage.
Customer is unable to transmit to or receive information from his network equipment because Service Provider failed to provide facility services to its network equipment including, switch, router, firewall etc. Failure of Services like Internet connectivity, IDC LAN etc. shall also be treated as Service Outage.
“Space” The Portion of rack which is leased/licensed to Customer for placing their server.
“Setup Charges” means all charges which may be incurred by WSIPL for installing the server or any other expenses incurred for the commencement of Services to the Customer.
“Support Desk” shall be the location where the Customer should report a fault. Details of the same are mentioned in annexure or if changed, may be intimated from time to time by Service Provider to the Customer.
“Total Uptime Hours” shall mean 24 hours, 365 days a year. (Year is defined as period of 365 days) “Trouble Ticket” means issuing a ticket with a unique identification number confirming the customer complaint logging in with Service Provider in relation to a Service Outage faced by the Customer.
2. Services
WSIPL will provide the service(s) as defined in ANNEXURE I.
3. Fees/Charges
a) Customer shall pay WSIPL all fees/charges including monthly/quarterly/annual, as the case may be data transfer fees and excess usage fees, if any indicated on sales order (“Order”) attached to as Annexure – II to this agreement. Customer acknowledges that in consideration of the discounted pricing set forth in the Order, if any, Customer commits to be liable for and pay the monthly fees set forth in an order for the term indicated in such order. (Including excess usage fees)
b) Customer shall be liable in case it utilizes bandwidth/data transfer in excess of what he has agreed for and shall reimburse WSIPL for such excess usage per GB (as per the excess usage charges indicated in the proposal). Bandwidth/data transfer usage shall only be monitored through MRTG (a bandwidth monitoring software, info of which is available on www.mrtg.com) using Simple Network Management Protocol (SNMP) to measure data transferred. The reports obtained from MRTG will be final and binding on Customer.
WSIPL at its own discretion reserves the right to change the Bandwidth/data transfer usage-monitoring software an intimation of which shall be given to the Customer. Moreover, WSIPL shall not be responsible for any excess/normal usage if the traffic generated is due to some malfunction of hardware, software or due to configurations done by the customer. The customer also agrees that it will be paying for the excess usages generated by any virus/Trojans, etc.
c) All payments shall be made by Cheque or Demand Draft drawn in favor of “WSIPL” payable at New Delhi, and it is to be sent to the address indicated in this Agreement or at such other address as WSIPL may from time to time indicate by proper notice to customer. No Outstation Cheques shall be accepted. Customer shall pay payments in advance for the service period. WSIPL shall raise invoice at least 15 days before the start of the period and send the same to the customer. All invoices shall be due and payable within fifteen (15) days of WSIPL ’s date of invoice. Customer shall be liable to pay interest at the rate of one and half percent (2%) per month on all overdue and unpaid invoices.
d) Customer shall pay, indemnify and hold WSIPL harmless from all sales, service, value-added or other taxes of any nature, other than taxes on WSIPL ’s net income, including penalties and interest, and all government permit or license fees assessed upon or with respect to any fees (except to the extent Customer provides WSIPL with a valid tax exemption certificate). If any applicable statutory provision of law requires Customer to withhold amounts from any payments to WSIPL hereunder, then Customer shall affect such withholding, remit such amount to the appropriate taxing authorities and promptly furnish WSIPL with tax receipts evidencing the payments of such amounts.
4. Term
The terms of this Agreement shall commence on the date of its execution by the Customer and shall be reviewed on an annual basis within the terms of this Agreement, and provided further, that with regard to any orders then outstanding, this Agreement shall continue to govern such Orders until such orders have been fully performed or terminated. The Agreement shall be deemed to be automatically renewed at the then current fees for additional periods, unless either party gives written notice otherwise to the other party, not less than thirty (30) days prior to the expiration of such order. This Agreement may be renewed for Additional Terms upon the mutual written consent of both parties.
5. Termination
a) Either party may terminate this Agreement or any order upon written notice: (a) for any material breach of this Agreement or any Order which the defaulting party fails to cure within fifteen (15) days following written notice by the non-defaulting party of such breach; or (b) upon either party’s insolvency or liquidation as a result of which either party ceases to do business. Notwithstanding anything herein to the contrary, WSIPL may terminate this Agreement or any Order without notice immediately for any breach under this Agreement.
b) Customer shall comply with all applicable procedures of WSIPL related to equipment removal upon termination. In the event of any expiration or earlier termination of this Agreement or any Order, Customer will be obligated to pay to WSIPL full contract period fees and charges unless such termination is the result of WSIPL ’s default, the payment of any waived or discounted installation fees, as well as monthly fees for each remaining month of the term of the affected Order(s).
In addition, if Customer fails to pay any invoice(s) for fifteen (15) days or more from the date of such invoice, Customer WSIPL shall deny access to the Space and the equipment of the customer placed with the WSIPL shall not be released until such time till the invoice(s) has been paid in full.
If the default continues for further 15 days, then WSIPL shall be entitled to retain and sell the equipment of the customer placed with WSIPL and in case of any loss in selling the equipment, same shall be borne by the customer. WSIPL shall not be responsible if any loss incurs in the selling of the equipment and in case the equipment is sold for an amount higher than what is to be recovered, such excess amount shall be paid back to the customer.
c) WSIPL can terminate the services to the Customer in its sole discretion, if it is established that the Customer has used the service fraudulently, unlawfully or abusively.
d) On termination of Agreement, shall remove all of the Customer’s electronically stored data from WSIPL ’s facilities without liability of any kind to the Customer.
e) All provisions that by their nature are intended to survive any termination of this Agreement shall survive, including without limitation, Sections 2, 3, 4,5,6,8,9,10 & 11 of the Agreement.
6. Facilities
a) License to Occupy: For purpose of this Agreement, “Space” means WSIPL ’s premises where Customer’s hardware, software and data are stored and operated, meaning thereby that WSIPL grants to Customer a non-exclusive license to occupy the Space but Customer has not been granted any other right or interest in the Space.
b) Services shall not include services for problems arising out of: (a) modification, alteration or addition or attempted modification, alteration or addition of hardware undertaken by persons other than WSIPL or WSIPL’s authorized representatives; or (b) hardware supplied by the Customer. `WSIPL shall not be responsible for the non-availability of the site and/or application due to any “bugs” or application failure. WSIPL will also not be responsible for any changes done by the authorized representative of the customer, which leads to downtimes or application failures. WSIPL will not be responsible for outages/downtimes on the Internet Network. WSIPL ’s uptime guarantees are applicable only within its network upto the termination onto the Internet Backbone.
c) Material and Changes: Customer shall comply with all applicable rules and regulations, including equipment installation or de-installation, and alteration of the Space. Customer shall not make any changes to the interior or exterior portions of the Space, including any cabling or power supplies for its hardware. Customer agrees not to erect any signs or devices on the exterior portion of the Space.
d) Damage: Customer agrees to reimburse WSIPL for all reasonable repair or restoration costs associated with damage or destruction caused by Customer’s personnel, Customer’s agents, Customer’s suppliers/contractors, or Customer’s visitors during the term or as a consequence of Customer’s removal of its hardware or property installed in the Space.
e) Monitoring Equipment: WSIPL shall install the monitoring equipment to monitor the bandwidth usage, service usage, etc. The server can be affected by activities, which are not controllable, by WSIPL even after the installation of the equipment. (At present WSIPL is using MRTG Software) WSIPL ’s liability in the event of loss to the customer due to activities which are not controllable by WSIPL including without limitation, virus attack to the customer is NIL.
WSIPL is not liable for any damages, if any loss occurs to the customer due to the activities, which are not controllable by WSIPL like virus attack, etc.
f) Data Transfer: Data Transfer is used for the following traffic but not limited to: HTTP requests and
response, incoming and outgoing email, mailing list distribution, both outbound and inbound data transfer from your account (network interface).
g) Insurance: Unless otherwise agreed, Customer shall maintain at Customer’s own expense, insurance covering equipment and personal property owned or leased by Customer and used or stored on WSIPL ’s premises. Such Insurance policy shall have an additional insured endorsement naming WSIPL, and shall be primary and non-contributing with any insurance policies carried by WSIPL. Customer shall also maintain insurance covering the equipment or property owned or leased by Customer against loss or physical damage. If so requested, Customer will provide WSIPL written evidence of insurance coverage consistent with the requirements of this subsection. WSIPL shall not be liable, in case the insurance is not taken for the equipment/s placed with WSIPL.
h) Customers Duties: Customer shall document and promptly report all errors or malfunctions of the hardware to WSIPL. Customer is responsible for the provisioning of all necessary spare parts and/or other hardware to maintain its servers. Customer shall maintain a current back up copy of all programs and data. Customer shall ensure that all legal compliances or formalities as per the Cyber laws and other applicable laws/regulatory framework are fulfilled. Customer shall be responsible for the security of its equipment/s and at no point of time, WSIPL can be held responsible if the security is breached.
i) Request of Service: Server On/Off by WSIPL will not be done unless and until either it receives a written confirmation from the Customer or an email from its designated/responsible official. Further, WSIPL owes no responsibility for hardware/software crash or corruption of data due to Server On/Off at the request of Customer or such other reasons, which are uncontrollable from WSIPL ’s end. WSIPL ’s liabilities in such circumstances are nil, and Customer shall indemnify and hold WSIPL harmless against any such claim, action, suit or proceeding.
j) Regulations: Customer shall comply with all applicable operational rules and regulations while on WSIPL ’s premises. Two (2) of the customer’s employees or representatives can be named for the purpose of entering WSIPL ’s space, the persons named shall only be entitled to enter the Space. Customer shall not interfere with the space(s) of any other Customers of WSIPL or such other Customers’ use of WSIPL ’s data centre.
k) Assumption of Risk: Customer hereby assumes any and all risks associated with Customer’s, its agents’ (including contractors and sub-contractors) or employees’ use of the Space and shall indemnify, defend, and hold harmless WSIPL from any and all claims, liabilities, judgments, causes of action, damages, costs and expenses (including reasonable attorneys and experts’ fees), caused by or arising in connection with such use.
l) Prohibited items: Customers and its representatives shall keep the Customer Area clean at all times. It is the responsibility of the Customer to keep its area clean and free and clear of debris and refuse. Customer shall not, except as otherwise agreed to in writing by WSIPL:
(1) place any computer hardware or other equipment in the Customer area that has not been identified in writing by WSIPL, (2) store any paper products or other combustible materials of any kind in Customer area and (3) bring any prohibited materials (as defined below) into any Internet Data Centre. Prohibited Material shall include, but are not limited to the following and any similar items:
• Food & Drink
• Tobacco products
• Explosive and weapons
• Hazardous materials
• Alcohol, illegal drugs and other intoxicants
• Electro-magnetic devices, which could unreasonably interface with computer and telecommunication equipment.
• Radioactive materials and
• Photographs or recording equipment of any kind (other than tape backup equipment).
m) Online Conduct: (1) Customer content: Customer must acknowledge that WSIPL exercises no control whatsoever over the content of the information passing through Customer’s site(s), and that it is the sole responsibility of Customer to ensure that the information it and its users transmit and receive complies with all applicable laws and regulation and these rules and regulations. (2) Prohibited activities: Customer will not permit any person (Users) using Customer’s online facilities and/or services, including but not limited to, Customer’s web site(s) and transmission capabilities to do any of the following (Prohibited activities):
• Send unsolicited commercial messages of communications in any form (SPAM)
• Engage in any activities or actions that infringe or misappropriate the intellectual property rights of others, including, but not limited to, using third party trademarks without appropriate permission or attribution, and using or distributing third party information protected as trade secret information in violation of a duty of confidentiality.
• Engage in any activity/ies or actions that would violate the personal privacy rights of others, including but not limited to, collecting and distributing information about Internet users without their permission, except as permitted by applicable law.
• Send, post, or host harassing, abusive, libelous or obscene materials or assist in any similar activities related thereto.
• Intentionally omit, delete, forge or misrepresent transmission information, including headers, return mailing and Internet protocol addresses.
• Use the WSIPL connectivity services for any illegal purpose, in violation of any applicable laws or regulations or in violation of the rules of any other service provider’s websites, chat rooms or the like.
• Assist or permit any person in arranging any of the activities described above. If Customer becomes aware of any prohibited activities, Customer will use all efforts to remedy such prohibited activities immediately, including, if necessary, limiting or terminating user’s access to Customer’s online facilities.
n) Third party complaint process: In the event WSIPL receive(s) complaints from third parties regarding
prohibited activities allegedly being conducted by a Customer or its Users, due to the nature of the business in WSIPL ’s experience, most legitimate complaints and actual prohibited activity is conducted by Customers and users of WSIPL ’s Customers, not by WSIPL ’s Customer themselves. WSIPL requires its Customer to use policies similar to these rules and regulations. WSIPL may take the following actions to document and resolve each complaint received by WSIPL related to Customer or its Users.
First Complaint: Upon receipt of the initial complaint from a third party regarding prohibited activity by a Customer or its users, WSIPL will send notice of the complaint to Customer and request the Customer to stop the prohibited activity.
Second Complaint: Upon receipt of a second complaint after the date of first complaint relating to prohibited activity of Customer described in the first complaint that clearly indicates that the prohibited activity continued after the date of first complaint, WSIPL will send a letter/Email to Customer and request that Customer respond in writing to WSIPL with an explanation and timeline of the actions to be taken by Customer to remedy prohibited activity. In the event that Customer does not respond to the WSIPL letter/email and remedy the Prohibited activity within five (5) business days, WSIPL will bill Customer in the following month a minimum sum of five thousand five hundred rupees only (Rs. 5,500/) per instance of prohibited activity to cover WSIPL ’s administrative cost associated with the Prohibited Activities of Customer.
Third Complaint: Upon receipt of a third complaint after the date of second complaint related to the prohibited activity of Customer described in the second complaint that clearly indicates that the prohibited activity continued after the date of the first complaint, WSIPL will send a final letter/email with a copy of the third complaint to the Customer and request again that the prohibited activity cease immediately. In the event that the prohibited activity does not cease within five (5) business days, WSIPL will terminate or suspend its connectivity service to its Customer, and will resume providing services only when it is informed in writing that the prohibited activity has been stopped by him or his user. WSIPL also reserves the right to bill its Customer fifty thousand rupees only (Rs. 50,000/-) per instance of prohibited activity towards WSIPL ’s administrative costs associated with the prohibited activity.
Notwithstanding the above, Further, WSIPL, seeing the gravity of the prohibited activity, may discontinue its service even after the first complaint at its sole discretion and WSIPL can also vary the minimum charges as specified in the preceding clauses at any time by displaying the same on its web site and the Customer accepts the same and shall be binding on him.
o) Customer Equipment: Each piece of equipment installed in the Customer Area (the Customer equipment) must be clearly labeled with code name provided in writing to WSIPL and individual component identification. Each connection to and from a piece of Customer Equipment shall be clearly labeled with Customer’s name (or code name provided in writing to WSIPL) at the starting and ending point of the connection. Customer equipment must be configured and run at times in compliance with manufacturer specification. Customer must use the best effort to provide WSIPL with at least 48 hours prior written notice any time it intends to connect or disconnect any Customer equipment or other equipment.
p) Scheduled Maintenance: WSIPL will conduct routine scheduled maintenance of its Internet Data Center Services according to the maintenance schedule posted on WSIPL ’s World Wide Web sites. In the event that a mission critical maintenance situation arises, WSIPL may have to perform emergency maintenance at any time. During these scheduled and emergency maintenance periods, Customers equipment may be unable to transmit and receive data and Customer may be unable to access Customer equipment. Customer agrees to co-operate with WSIPL during the scheduled and emergency maintenance periods.
q) Support: WSIPL gives the Customer round the clock support, monitoring, fault reporting and maintenance of the networks and systems at WSIPL. WSIPL provides warranty support to the equipment supplied by WSIPL as per the terms and conditions of the manufacturers. WSIPL will not perform maintenance of any hardware problem of the equipment’s, which are not sold by WSIPL.
r) Use of Material: As provided by national law and by international treaties, copyrighted materials (e.g. Images, text and program) shall not be uploaded using WSIPL ’s Internet services without the permission of the copyright holder.
s) Use of Internet Data Centre Facility: Conduct at Internet Data Centers: Customer and its representatives agree to adhere to and abide by all security and safety measures established by WSIPL and set forth in the customer guide provided by WSIPL to customer. Customer and its representatives shall also not do or participate in any of the following:
• Misuse or abuse any WSIPL property or equipment or third-party equipment.
• Make any unauthorized use of or interface with any property or equipment of any other WSIPL customer,
• Harass any individual, including WSIPL personnel and representatives of other WSIPL Customers, and
• Engage in any activity that is in violation of the law or aids assists any criminal activity while on WSIPL property or in connection with the Internet Data Centre Services.
t) Abuse of Service: Any use of WSIPL system resource that disrupts the normal use of the system for other WSIPL ’s Customers shall be considered to be abuse of system resources and is grounds for administrative intervention. Spamming is one example of system abuse.
Depending on the nature of and the severity of the abuse, the user/Customer may receive an e-mail warning or have their account suspended by WSIPL Technical Support. If the misuse is unintentional, the suspension may be rescinded at the discretion of the Operations Manager of WSIPL, and may require the payment of a service re-activation charge, which shall be at least Rupees Ten Thousand (Rs.10,000) per server. Occasionally, unintentional misuse is mis-classified as intentional misuse. Customers who believe their activity has been mis-classified may appeal to the Operations Manager of WSIPL.
Violations of any of the WSIPL conditions of use are unethical and may be criminal offences. Customer shall to report to WSIPL any information that it may have concerning instances in which the conditions of use have been or are being violated. When WSIPL becomes aware of possible violations, it will initiate an investigation. At the same time, in order to prevent further possible unauthorized activity, WSIPL may suspend access to services to the individual account in question. Confirmation of violations may result in cancellation of the individual account and/or criminal prosecution. The account suspension may be rescinded at the discretion of the Operations Manager, following payment of a reactivation charge.
7. Software License
Software provided with the services is provided by third parties. All such third party provided software is licensed to Customer subject to terms and conditions of an End-User License Agreement (“EULA”) provided as either a document accompanying such software or as a pop-up screen during initial use of such software. Customer hereby accepts and agrees to abide by the terms and conditions of EULA associated with any thirdparty software provided to Customer with any of the Services. Customers agree that he shall not use any pirated software.
Damage caused by such WSIPL shall not be responsible for any third-party software neither shall it be responsible for software. Further WSIPL for a charge at the request of the customer may configure the thirdparty software with the Customer’s equipment, the configuration of the software shall be done as per the instructions of the third party, WSIPL shall not be liable for any damages arising due to configuration of the third-party software with the customer’s equipment
8. Performance and warranties
a) Each party represents and warrants that it has the right and authority to enter into this Agreement, and that by entering into this Agreement, it will not violate, conflict with, or result in a material default under any other contract, agreement, indenture, decree, judgment, undertaking, conveyance, lien or encumbrance to which it is a party or by which it or any of its property is or may become subject or bound. Each party shall not grant any rights under any future Agreement, nor will it permit or suffer any lien, obligation or encumbrances that would prevent it from performing under this Agreement.
b) Customer represents and warrants that it will, at its own expense, make, obtain and maintain in force at all times during the term of this Agreement, all applicable filings, registrations, reports, licenses, permits and authorizations in order for Customer to perform its obligations under this Agreement. WSIPL represents and warrants that it will, at its own expense, make, obtain and maintain in force at all times during the term of this Agreement, all applicable filings, registrations, reports, licenses, permits and authorizations in order for WSIPL to provide the services, and to perform its obligations under this Agreement.
c) Both parties represent and warrant that they will, at their own expense, comply with all laws, regulations and other legal requirements that apply to them with respect to this Agreement, including copyright, privacy and communication decency laws.
d) Customer represents and warrants that it will: (a) not utilize (or allow utilization of) the services in a manner that: (i) is prohibited by any law or regulation or WSIPL policy or to facilitate the violation of any law or regulation or such policy; or (ii) will disrupt third party’s use or enjoyment of any communications or outlet; (b) not violate or tamper with the security of any WSIPL computer equipment or program; and (c) have an Agreement with each Customer and end user sufficient to comply with the terms herein.
e) THE WARRANTIES SET FORTH IN THIS CLAUSE ARE THE ONLY WARRANTIES MADE BY WSIPL. WSIPL IS PROVIDING SERVICES ON AN “AS IS”, “AS AVAILABLE” BASIS AND IT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ITS SERVICES, ANY RELATED SERVICE OR SOFTWARE OR THE FITNESS OF THE SPACE FOR CUSTOMER’S USE. WSIPL HEREBY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OR IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR COURSE OF PERFORMANCE. WSIPL MAKES NO WARRANTY THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENT OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE; NOR DO IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE(S). WSIPL DO NOT GUARANTEE THAT THE SERVICE PROVIDED BY IT WOULD MEET CUSTOMER’S REQUIREMENT. NO ORAL OR WRITTEN INFORMATION GIVEN BY WSIPL, ITS EMPLOYEES, LICENSORS OR THE LIKE WILL CREATE A WARRANTY.
f) WSIPL warrants to Customer that the Services will be performed in a competent manner and substantially in accordance with any mutually agreed specifications. The foregoing warranty shall be valid, provided any breach thereof is notified within thirty days from the completion of the relevant Service or prior to termination/expiry of this Agreement, whichever is earlier (hereinafter “Warranty Period”). Notwithstanding anything contained herein, no agent, or employee of WSIPL is authorized to make any modification, extension or addition to this warranty or make a different warranty. Upon any breach of such warranty, the only obligation of WSIPL is to re-perform any defective Services to the extent necessary and feasible.
g) In no event does the above warranty apply to (i) any failure or nonconformance of the Services with specifications (as provided in the Agreement or otherwise) caused by or attributable to any associated or complementary products not supplied under the Agreement, (ii) the quantity or quality of the products of Customer or the process of manufacture for/on which the Services or products are used, (iii) damage, fault, failure or malfunction due to Force Majeure or normal wear and tear, (iv) any attempt by any person other than WSIPL personnel or any person authorized by WSIPL, to perform all or part of the Services and (v) Third Party Materials.
The warranty and remedies are conditioned upon (a) conformance with any applicable recommendations of WSIPL, and (b) Customer promptly notifying WSIPL of any defects in Services. The Customer acknowledges that there are risks inherent in internet connectivity outside WSIPL’s sphere of influence that may result in the loss of Customer’s privacy, confidential information, and property. Customer acknowledges that WSIPL does not control the transfer of data over communications facilities, including the internet, and that the Services may be subject to limitations, delays, and other problems inherent in the use of such communications facilities. WSIPL shall not responsible for any delays, delivery failures, or other damage resulting from such problems. WSIPL shall not be responsible for any issues related to the performance, operation or security of the Services that arise from Customer’s content, applications or Third-Party Materials.
h) The Customer acknowledges and understands that WSIPL is not privy to any data and/or information of the Customer (“Customer Data”) because of the nature of provision of Services and it acts solely for hosting of the Customer Data. WSIPL shall not be liable for any loss of
Customer Data while availing the Services from WSIPL unless Customer has opted and availed in the
Services for data backup along with data assurance services. Under no circumstances will WSIPL have any liability or responsibility for (i) the loss of Customer Data or other information unless caused by the gross negligence or willful misconduct of WSIPL; and (ii) security breaches, viruses, hacked servers, worms, or corrupted data including Customer Data, unless caused by the gross negligence or willful misconduct of WSIPL.
i) The foregoing sets forth the exclusive remedies of Customer and the sole liability of WSIPL for claims based on failure of, or defect in, Services, whether such claim is based on contract, law, indemnity, warranty, tort (including negligence), strict liability or otherwise. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, IMPLIED (BY STATUTE, COMMON LAW, TRADE USAGE, COURSE OF DEALING OR OTHERWISE) OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. WSIPL does not provide any representations or warranties.
j) WSIPL does not provide any representation or warranty in respect of any products or services provided by others. WSIPL shall have no obligation for loss, liability or damage which results because (1) Customer fails to utilize, operate or maintain the Services or any materials or equipment in connection with the Services in accordance with (i) applicable law and generally approved industry practices or (ii) the provisions of this Agreement or (iii) the provisions of any storage, operating or maintenance instructions furnished to Customer or (iv) data loss or business loss due to disaster or cyber-attacks ( force majeure clause applies) (2) Customer breaches applicable law. Customer agrees to indemnify WSIPL against any loss, liability, harm or damage that WSIPL may suffer as a result of Customer’s failure or breach as described in this clause.
9. Limitation of liability
In no event shall WSIPL be liable for special, incidental, consequential damages of any nature, for any reason, including without limitation the breach of this Agreement or any termination of this Agreement, whether such liability is asserted on the basis of contract, tort (including negligence or strict liability) or otherwise, even if WSIPL has been warned of the possibility of such damages, and notwithstanding any failure of essential purpose of any limited remedy. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, WSIPL ’s ENTIRE LIABILITY TO CUSTOMER CONCERNING PERFORMANCE OR NON-PERFORMANCE BY WSIPL OR IN ANY WAY RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT, AND REGARDLESS OF WHETHER A CLAIM IS BASED IN CONTRACT, NEGLIGENCE OR IN TORT, SHALL NOT EXCEED THE AMOUNT RECEIVED BY WSIPL FROM CUSTOMER DURING THE PREVIOUS TWELVE (12) MONTHS ONLY.
10. Network abuse
Customer acknowledges that Customer has read and understands, and agrees to comply with, all applicable provisions of WSIPL ’s then current Acceptable User policy incorporated herein by this reference.
a) Customer expressly agrees that WSIPL shall not be liable to Customer for any action WSIPL takes to remove or restrict access to obscene, indecent or offensive content made available by Customer, nor for any action taken to restrict access to material made available in violation of any law, regulation or rights of a third party, including but limited to rights under the copyright law and prohibitions on libel, slander and invasion of privacy.
b) Customer agrees not to use any of WSIPL ’s services to access or attempt to access other user’s network
without their express permission. These access attempts include but are not limited to, sending of virus/Trojan/worms via any electronic media.
c) Upon written or electronic request of WSIPL, Customer agrees to defend, indemnify and hold harmless WSIPL, its affiliates, its officers, directors, employees, agents and licensees, from any claims, liabilities, losses, damages and expenses, including reasonable attorney’s fees, arising out of or relating to Customer’s or its end users’ use of any of the services provided hereunder.
d) Use of WSIPL system resource that disrupts the normal use of the system for other WSIPL Customers is considered to be abuse of system resource and is ground for administrative intervention. Violations of any of the WSIPL conditions of use are unethical and may be deemed criminal offences.
11. Confidential Information
a) Each party agrees to maintain all Confidential Information of the other party in confidence to the same extent that it protects its own similar Confidential Information and to use such Confidential Information only as permitted under this Agreement. For the purpose of this, Confidential Information shall mean information including, without limitation, Customer information, computer programs, code, algorithms, names and expertise of employees and consultants, know how, formulas, processes, ideas, inventions (whether patentable or not), schematics and other technical, business, financial and product development plans, forecasts, strategies and information which are marked confidential, or if disclosed verbally, are identified as confidential on or before the time of disclosure.
Each party agrees to take all reasonable precautions to prevent any unauthorized disclosure or use of Confidential Information of the other party including, without limitation, disclosing such Confidential Information only to its employees:
(a) with a need to know to further permitted uses of such information;
(b) who are parties to appropriate Agreements sufficient to comply with this Clause and
(c) who are informed of the nondisclosure/non-use obligations imposed by this clause; and both parties shall take appropriate steps to implement and enforce such non-disclosure/non-use obligations. The foregoing restrictions on disclosure and use shall survive for two
(2) years following termination of this Agreement but shall not apply with respect to any confidential information which:
(i) was or becomes publicly known through no fault of the receiving party;
(ii) was rightfully known or becomes rightfully known to the receiving party without confidential or proprietary restriction from a source other than the disclosing party;
(iii) is independently developed by the receiving party without the participation of individuals who have had access to the Confidential Information;
(iv) is approved by the disclosing party for disclosure without restriction in a written document which is signed by a duly authorized officer of such disclosing party; and
(v) the receiving party is legally compelled to disclose; provided, however, that prior to any such compelled disclosure,
the receiving party will (a) assert the privileged and confidential nature of the Confidential Information against the third-party seeking disclosure and (b) cooperate fully with the disclosing party in protecting against any such disclosure and/or use of the Confidential Information. In the event that such protection against disclosure is not obtained, the receiving party will be entitled to disclose the Confidential Information, but only as, and to the extent, necessary to legally comply with such compelled disclosure. Each of the parties hereto agrees not to disclose to any third party the terms of this Agreement without the prior written consent of the other party hereto, except to advisors, investors and others on a need-to-know basis under circumstances that reasonably ensure the confidentiality thereof, or to the extent required by law.
b) Each of the parties agrees not to disclose to any third party the terms of this Agreement, including pricing, without the prior written consent of the other party hereto, except to advisors, investors and others on a need-to-know basis under circumstances that reasonably ensure the confidentiality thereof, or to the extent required by law.
c) In the event of an actual or threatened breach of the above confidentiality provisions, the nonbreaching party will have no adequate remedy at law and will be entitled to immediate injunctive and other equitable relief, without bond and without the necessity of showing actual money damages.
d) Within ten (10) days after the termination of this Agreement, Customer shall return to the disclosing party all originals and copies of all Confidential Information which has been fixed in any tangible medium of expression. If return of digital copies is impractical, Customer may destroy the digital copies and send the disclosing party written certification of such destruction.
12. Non-Assignment
This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns. Notwithstanding the above, this Agreement may not be assigned in whole or in part by a party, without the written consent of the other party, which shall not be unreasonably withheld, provided, however that this Agreement may be assigned to the successor to the whole of a party’s business without such consent. Any assignment in violation of this paragraph shall be null and void.
13. Independent Contractors
The parties are independent contractors, and nothing in this Agreement shall be deemed to place the parties in the relationship of employer-employee, principal-agent, or partners or in a joint venture.
14. Non-Waiver
Failure of either party to enforce any of its rights hereunder shall not be deemed to constitute a waiver of its future enforcement of such rights or any other rights.
15. Severability
If any provision of this Agreement is held to be invalid, illegal or unenforceable under present or future laws, such provision shall be struck from the Agreement; however, such invalidity or enforceability shall not affect the remaining provisions or conditions of this Agreement. The parties shall remain legally bound by the remaining terms of this Agreement and shall strive to reform the Agreement in a manner consistent with the original intent of the parties.
16. Force Majeure
Either party shall be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God (e.g. earthquake), labor disputes, strikes, riots, war or other unanticipated occurrences or problems and governmental requirements. The obligations and rights of the party so excused shall be extended on a day-today basis for the period of time equal to that of the underlying cause of the delay as long as such delay remains beyond such party’s reasonable control.
17. Governing law
This Agreement shall be deemed to have been made in the Union of India and the provisions and conditions of this Agreement shall be governed by and interpreted in accordance with the law of the Union of India. Both parties agree to submit to the jurisdiction of National Capital Territory of Delhi.
18. Arbitration
Any dispute or claim arising out of or in connection with this Agreement or the performance, breach or termination hereof, shall be finally settled by binding arbitration conducted in National Capital Territory of Delhi by an arbitrator appointed by the management of the WSIPL. The award of arbitration shall be binding and final.
19. Non-Agency
Nothing contained in this Agreement shall be construed as creating any agency, partnership, or other form of joint enterprise between the parties.
20. Annexure
All the Annexure form part of this Agreement and must be read along with this Agreement. Further, in the instance of any conflict between the terms of this agreement and any of the annexure, the terms of this agreement shall prevail, if any.
21. Heading
Headings used in this Agreement are for reference purpose only and in no way define, limit, construe or describe the scope or extent of such clause or in any way affects this Agreement.
22. Entirety
This Agreement expresses the complete and final understanding of the parties with respect to the subject matter hereof, and supersedes all prior communications between the parties, whether written or oral with respect to the subject matter hereof. No modification of this Agreement shall be binding upon the parties hereto, unless evidenced by a written statement duly signed by authorized representatives of the respective parties hereto.
23. Notices
Any required notices hereunder shall be given in writing by registered post or courier at the address of each party abovementioned or to such other address as either party may from time-to-time substitute notice. Notice shall be deemed served when delivered.
IN WITNESS WHEREOF, the undersigned do hereby execute this Agreement y duly authorized officials as of the date set forth below:
For WSIPL For
PERSON NAME
Authorized Signatory 1. 2.
Service Level Agreement (‘SLA”)
Service Hosting at WSIPL ’s Data Centre
This Agreement is effective from the Service Commencement Date as defined in Clause 1.1 (i) of the Agreement
This Agreement provides the right under certain circumstances specified below, for a Customer to receive Service Credits in the event of failure by WSIPL to provide Services to the Customer in accordance with the Agreement.
Customer acknowledges that WSIPL has the expertise and knowledge to provide the Services. The Customer has shown his interest in availing the Services provided by Service Provider by accepting the terms and conditions mentioned in this Agreement and the standard of the Service as provided in this SLA.
DEFINITIONS
In this SLA, the following words and expressions, unless inconsistent with the context, shall bear the meanings assigned thereto:
“Billing Start Date” shall mean the date of commissioning report submitted to the Customer by WSIPL. In case the Customer is not satisfied with the solution delivered by WSIPL, the Customer shall inform WSIPL of the same within 3 days of the receipt of Commissioning Date. Upon receipt of the objection, WSIPL shall suspend all Services, make the changes required and release the environment once again with a new Commissioning Report. In such case the letter one shall be regarded as the Billing Start Date. If the Customer uses the commissioned set-up, though he has a few outstanding requests, Customer shall pay full charges from the first Commissioning Report, unless partial billing is agreed to between the parties, before the Customer starts using the Services. If no partial billing agreement has been reached and if Customer uses the Services even after raising objections, Customer shall pay in full from the first date of Commissioning Report.
“Downtime” (“D”) shall mean the duration of the Service Outage, calculated in aggregate number of hours in respective month. Where if WSIPL identifies the service outage, the downtime begins from there on or if customer identifies and a Trouble Ticket is raised from the occurrence of Service Outage, the time period for Downtime begins upon start of Service Outage and ends when the Trouble Ticket is closed by WSIPL subject to due confirmation from the Customer on resolution of the outage. The time periods are calculated on basis on the number of outages per respective month and excluding the events covered under headings Exceptions to this SLA which shall not for the purposes of this SLA be included while measuring Downtime.
“Exceptions” shall mean all the events as mentioned in Clause 3 of this SLA and shall include either an event or a set of events, any occurrence and the duration of occurrence of which shall not constitute a Service Outage or Downtime for the purposes of this SLA.
“Emergency Maintenance” shall mean maintenance carried out under a condition or situation which
poses danger to the system, equipment, network, facilities required for rendering the Service etc. as the case may be and has to be attended immediately. WSIPL shall try to notify the Customer about the emergency maintenance in advance, whenever feasible.
“Facility” means the facility located at office of WSIPL in Noida where WSIPL provides space, racks for placing the servers.
“Fees” means the amount invoiced by Service Provider.
“Network” means the portion of internal computer network owned or operated on behalf of WSIPL that extends from the outbound port on a Customer’s cabinet switch to the outbound port on the border router and includes all redundant internet connectivity, bandwidth, routers, cabling and switches.
“Actual Uptime” (“A”) shall mean the aggregate percentage of Total Uptime Hours in respective month during which the Services is actually made available for use by Customer.
“Representatives” means any person who is nominated or appointed by the Customer to visit the Facility center.
“Service Credits” shall mean services which the Customer would be entitled on account of failure of the WSIPL to provide Services as per the standards mentioned in this Agreement.
“Service Catalogue” shall contain all or any of services/facilities viz., back up, dedicated firewall facility, hardware monitoring facility, help desk support, load balance server, network and power uptime, OS management, shared firewall service and Version Control described in Annexure A to this SLA which may be availed by the Customer.
“Service Outage” shall mean an unscheduled disruption/failure in any Service offered by WSIPL as per this Agreement, due to which Customer’s server is un-accessible to Customer. The outage of Services due to, but not limited to the following shall be a Service Outage; Customer is unable to transmit to or receive information from his network equipment because WSIPL failed to provide facility services to its network equipment including, switch, router, firewall etc. Failure of Services like Internet connectivity, IDC LAN etc. shall also be treated as Service Outage.
“Setup Charges”: means all charges which may be incurred by WSIPL for installing the server or any other expenses incurred for the commencement of Services to the Customer.
“Support Desk” shall be the location where the Customer should report a fault. Details of the same are mentioned in Schedule B to this SLA, or if changed, may be intimated from time to time by WSIPL to the Customer.
“Total Uptime Hours” shall mean 24 hours 365 days a year (year is defined as period of 365 days)
“Trouble Ticket” means issuing a ticket with a unique identification number confirming the Customer complaint logged in with WSIPL in relation to a Service Outage faced by the Customer.
1. SCOPE OF THE SERVICES
WSIPL may provide such Services as provided in the Service Catalogue provided in Annexure A to this SLA. The Customer may issue one or more purchase orders to WSIPL for Services and WSIPL shall accept a purchase order only if it is in accordance with the terms of this Agreement and for services as covered by the Service Catalogue.
WSIPL assures Customer that it shall provide its immediate support and assistance in the event of any disruption in the Services being provided by WSIPL. The manner and time frame for troubleshooting and the timelines for the resolution of the problems are mentioned in the Annexure A of this Agreement.
Services will be provided to the Customer by WSIPL with the infrastructure available at its data center which consists of the following:
• Dual active power sources from two different power generation plants.
• Tier III – (system) + (system) Architecture – Fault Tolerant with No Single Point of Failure
• Capability to provide 99.95 % SLA
• Carrier Neutral Data center
• ISO 20000-1 & 27001 Certified
WSIPL assures the Customer 99.995 % uptime availability of the Infrastructure viz., Power and Cooling** covered by this SLA. Hardware Uptimes SLA would be 4 hours resolution from the time of detection of hardware problem either by WSIPL help desk or by the Customer. Subject to Clause 3 of this SLA, in the event WSIPL fails to provide the Customer with the Services required by the Customer in accordance with the SLA, such failure resulting from complete unavailability of WSIPL network, such events will be treated as “Qualified Network Downtime Event” for which WSIPL will issue the Customer a Service Credit – calculated as per method provided in Clause 2.5.
** WSIPL assures Customer that it will provide cooling @ 21°C (+/-) 2°C and Humidity levels @ 50 % (+/-) 5%.
The Actual Uptime (A) calculated in the respective month and it will be measured (compared) against the total
uptime hours of the year 99.995%. If the outages exceed total uptime hours the following service credits shall be due to Customer:
A >= 99.995% No Credits
A in between 99.994% to 99.000% 2 days equivalent service credit for the Service period affected calculated on a prorate basis.
A in between 98.999% to 98.000% 7 days equivalent service credit for the Service period affected calculated on a prorate basis.
A is < 98% 15days equivalent service credit for the Service period affected calculated on a prorate basis
Calculation of Actual Uptime % = Total Uptime Hours –
Actual Downtime x 100.
Total Uptime Hours
The Customer is required to provide a preventive maintenance window, once in every quarter to enable WSIPL to update the various patches and carry out other preventive maintenance. The time required to carry out this preventive maintenance by WSIPL shall depend upon the environment of the Customer and shall be informed to the Customer before the time window is sought. During this window, Customer’s environment shall not be available and the same shall not be counted as Downtime.
For the customized solutions provided by WSIPL, preventive maintenance is absolutely essential and the SLAs offered by WSIPL are based on the explicit understanding that the Customer will provide opportunity for WSIPL to carry out preventive maintenance from time to time. In case the Customer does not provide, at least once in a quarter, the requisite downtime to carry out preventive maintenance activities, even after a request is made by WSIPL, WSIPL shall not be liable to provide any Service Credits or any other compensation in case of Downtime or any other loss to Customer such as data loss, denial of service or virus attacks.
WSIPL shall recommend usage of high availability architecture for all critical loads, wherein there is a duplication of critical elements. For instance, this may be two power sources to a rack, or two firewalls in the network. In a high availability set-up, it is clarified that even when one of the elements fail, but the other is still running, then the entire set- up/solution/system/environment is considered to be available and the same shall not be counted as Downtime.
2. EXCEPTIONS
The following events do not constitute a Downtime and shall not be eligible to be considered for any Service Credit:
i. Interruption due to scheduled maintenance, alteration, or implementation, where the Service Provider provides at least seven days prior notice and to the Customer and also interruption due to Emergency Maintenance; The usual scheduled maintenance time is the early hours of the morning i.e., between 1am
to 6am. The usual maintenance time would not be more than two hours.
ii. The quarterly maintenance window as described in clause 2.6 above. iii. Hardware failure
iv. Failure of the Customer links, internet connectivity or end user software, access circuits, local loop or any network not owned or managed by WSIPL.
v. DNS Issues not in scope and control of WSIPL.
vi. Negligence or other conduct of Customer or its authorized persons, including a failure or malfunction resulting from applications or services provided by Customer or its authorized persons;
vii. A shut down due to circumstances reasonably believed by WSIPL to be a significant threat to the normal operation of the Services, WSIPL’s facility, or access to or integrity of Customer data (e.g., hacker, virus attack, ransomware attack or such nature of interruptions) viii. Force majeure event which includes natural disaster i.e., flood, earthquake etc. ix. Data loss due to above mention natural events or cyberattacks
x. Failure or malfunction of any equipment or services not provided by WSIPL;
• Any abuse or fraud failure to comply with the Acceptable User Policy on the part of Customer and its authorized persons.
• Any problems outside the Service Provider Facility Network.
• Any interruptions, delays or failures caused by Customer or Customer’s employees,
agents, or subcontractors, such as, the following:
a) Inaccurate configuration.
b) Non-compliant use of any software installed on the server.
c) Customer initiated server over-utilization.
Any problems related to the attacks on the machine such as hacking, attacks, and exploits.
3. SERVICE CREDIT
WSIPL agrees that it shall provide for the requisite service credits to the Customer in the event of it not being able to provide the Services for which it had already received the payments.
WSIPL agrees that on occurrence of any event that attracts service credits the Customer would be eligible to request a Service Credit on compliance of the terms as mentioned in Clause 6.1. (a) of this SLA.
Customer shall be eligible for Service Credit for only those Downtimes which has occurred a month prior to the date of claim and the maximum Service Credit to which Customer shall be entitled is as mentioned in Clause6.1.
(c).
4. PAYMENT TERMS
The Customer shall pay all the charges as set out in the Agreement which includes one-time setup charges, recurring charges and other supplemental charges for any Supplemental Services provided including before the Service Commencement Date.
5. PROCEDURE FOR AVAILING SERVICE CREDITS
Whenever the Customer encounters Service Outage, the following procedure should be followed;
• The Customer should contact WSIPL “Support Desk” without undue delay and shall request for a Trouble Ticket number immediately and can track the Trouble Ticket number till the Trouble Ticket is closed on resolution of the outage.
• WSIPL on the receipt of the issue of Trouble Ticket to the Customer shall have a background check to verify if the Customer is eligible for the Service Credit.
• When WSIPL fails to provide Services in accordance of the SLA entitling Customer for Service Credits, WSIPL shall credit the Customer’s account the prorated base charges from the day the Trouble Ticket is issued to Customer till the Trouble Ticket is closed on resolution of the outage.
Service Credits will be adjusted after end of existing contract by giving additional service Days.
6. WARRANTIES OF WSIPL
Additional Warranties of WSIPL in regards to SLA:
WSIPL warrants that it shall perform and provide Services in a professional and workmanlike manner in accordance with this Agreement.
7. REPRESENTATIONS OF CUSTOMER
Additional Warranties of Customer in regards to SLA.
i. The Customer will not do any voice communication from anywhere to anywhere by means of dialing a telephone number (PSTN/ISDN/PLMN) as defined in National Numbering plan. The customer will not originate the voice communication service from a Telephone in India and/or terminate the voice communication to any Telephone within India.
ii. The Customer will not establish any connection to any public switched Network (i.e. telephone voice network) in India and will not use any dial up lines with outward dialing facility from Nodes.
iii. Customer acknowledges and will not establish any interconnectivity between ISPs for the purposes of offering Internet Telephony Services.
8. NETWORK SECURITY:
For securing the servers of clients against any NW threats, the following are implemented: Firewall, IPS and Antivirus etc. However, Customer can opt for dedicated security gadgets by paying the relevant charges.
9. MANAGING OS AND DB
Setup and administering the OS, DB and HW including the patches updation for the servers for OS and DB will be taken care of by WSIPL as and when required. OS is provided with license and accordingly charged.
10. SERVER AND DB MANAGEMENT
OS and DB management will be provided by WSIPL to the Customer, if opted for and charged accordingly.
11. CLIENT ACCESS TO THE SERVERS
Customer is allowed to access their server only after providing the PO to WSIPL. The Customer is provided with 1 IP and 24x7x365 monitoring of servers is maintained.
12. DISCLAIMER
With a commitment and desire to offer the best possible technology to the Customer and evolutions in technology, WSIPL shall upgrade its platform from time to time. Accordingly, WSIPL reserves its right to change the platform without any change in the service levels committed.
Schedule A to Annexure-1
As mentioned in the Service Catalogue the following Services will be provided by WSIPL. In the event there is a disruption in Service or alarm is triggered, the troubleshooting and resolution of the problem in respect of each Service, where applicable, shall be as follows:
TROUBLESHOOTING & RESOLUTION TIMES
Priority Priority Definition Mean Time to Assist
(MTTA)/ Response Time Mean Time to Repair
(MTTR)/ Resolution
Time
Updates
High Out of Service –Eg: N/W, Device
Down, Power Down or
Infrastructure down at WSIPL Datacenter Premises. 15 minutes* 8 Hours 1 Hour Interval
Medium Partial/Intermittent Service Interruptions – Eg: System, N/W performance degraded but still functioning. (For services being provided by WSIPL and inside its premises) 30 minutes* 24 Hours 4 Hour Interval
Low All Change requests, Access Requests etc. 1 Hour * 48 Hours 12 Hours
• Time starts when the problem is detected by WSIPL Help Desk team or reported by the customer and ends on assistance/repair as applicable &
• Resolution norms for different hardware problems will depend on the SLAs with respective vendors
a. 95% of the calls will be attended to within the stipulated response time – Measured on a quarterly basis.
b. 90% of the calls will be closed within the stipulated resolution time – Measured on a quarterly basis c. Resolution norms will not include WAN link
In Case Of Outage: WSIPL’s IDC will communicate to Customer any outages related to Managed Services elements within 20 minutes of observation of fault through NMS or escalation by its Engineers.
** Logging of complaint is mandatory to ensure that fault ticket number is generated for further reference & auto escalation through our work flow system.
DISCLAIMER
WSIPL will use reasonable efforts to resolve problems as quickly as possible. As WSIPL offers this service based on a combination of third-party Hardware & Software, WSIPL will not offer any service credits to the Customer in case of non-availability of his web site due to a problem with not having a redundant architecture in their set up. In such cases, WSIPL will work with the customer to remedy problems at the earliest.
Terms and Conditions
WSIPL reserves the right to modify the server manufacturer at any time. In the event that WSIPL changes the server manufacturers, customers are assured that the specifications contracted will remain the same. Please contact us for details pertaining to any other server configurations that might be available.
Note: In case WSIPL has not provided the licensed software, it is the responsibility of the Customer to provide licensed software. WSIPL does not take any responsibility if the customer has not complied to any laws of Licensing.
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