Website Maintenance Terms & Conditions of Service Agreement
This website maintenance agreement is made and effective from 9 December 2019.
NOW IT IS HEREBY AGREED as follows:
- Services to be performed
The Provider hereby agrees to provide the Maintenance Services for the Client’s website in accordance with the Performance Standards and the Phases, both set out in the Quotation.
In consideration of the Maintenance Services, the Client shall pay the Maintenance Charge in advance as set out in the Quotation or Proposal.
This Agreement shall commence on the Commencement Date as set out in the Schedule and shall remain in force thereafter until terminated by either party giving to the other not less than 1 month written notice.
Silicon Technix Ltd and the client must work together to Maintenance Services of the website expeditiously. Silicon Technix Ltd completes the work within 4 weeks from the date of provides all contents, images, logo, finalize mockup and acceptance of this agreement. Silicon Technix Ltd shall not be responsible for delays due to act of GOD, incomplete/misleading information from the client, or delayed/incomplete reviews from the client.
- Error Correction
- If the Client shall discover any error in the operation or presentation of the Website then the Client shall within 14 days after such discovery notify the Provider in writing of the defect or error in question and provide the Provider (so far as the Client is able) with a documented example of such defect or error.
- Upon receipt of such notification from the Client the Provider shall begin work on correcting such defect or error in accordance with the Performance Standards.
- The foregoing error correction service shall not include service in respect of:
- Defects or errors resulting from any modifications of the Website made by any person other than the Provider;
- Incorrect use of the Website or error in the operation thereof on the part of the Client or its employees or agents;
- Errors resulting from faults in equipment or software other than that supplied to the Client by the Provider.
- The Provider shall make an additional charge in accordance with its standard scale of charges from time to time in force for any additional services provided by the Provider.
- Website Operation
During the continuance of this Agreement the Client shall: –
- Ensure that the Website is accessed (to the extent necessary) on behalf of the Client by competent trained employees only or by persons under their supervision;
- Operate the Website in accordance with instructions and training provided by the Provider in that regard from time to time;
- keep full security copies of the Website and of the Client’s databases and computer records in accordance with best computing practice;
- Not alter or modify the Website in any way whatever nor permit the Website to be amalgamated or used in combination with any other Internet Website;
- Not request, permit or authorise anyone other than the Provider to provide any maintenance services in respect of the Website;
- Co-operate fully with the Client’s personnel in the diagnosis of any error or defect in the Website;
- Proprietary Rights
- The copyright and all other intellectual property rights of whatever nature in any corrected or modified versions of the Website made pursuant to this Agreement shall belong to the Client and the Provider as beneficial owner hereby assigns (by way of future assignment) all such rights to the Client.
- The Provider shall be entitled during the continuance of this Agreement to retain a copy of the program materials and of the source code of the underlying computer programs and all other materials necessary for the proper maintenance of the Website. Such copies of the program materials and source code and other materials shall be beheld in confidence, shall only be used by the Provider for the purposes of this Agreement and shall be delivered up (together with all copies thereof) to the Client forthwith upon the termination of this Agreement (howsoever occasioned).
Each party shall treat as confidential all information obtained from the other pursuant to this Agreement and shall not divulge such information to any person except to such party’s own employees and then only to those employees who need to know the same.
- The Provider shall not be liable for any loss or damage sustained or incurred by the Client or any third party (including without limitation any loss or use of the program materials or loss of or spoiling of the Client’s data) as a result of any defect or error in the program materials or the Website except to the extent that such loss or damage arises from any unreasonable delay by the Provider in providing the Maintenance Services and then only to the extent not excluded by this Agreement.
- The Client shall indemnify the Provider and keep the Provider fully and effectively
- Indemnified on demand against any loss of or damage to any property or injury to or death of any person caused by any negligent act or omission or willful misconduct of the Client, its employees, agents or sub-Providers.
- Not with standing anything else contained in this Agreement the Provider shall not be liable to the Client for loss of profits or contracts or other indirect or consequential loss whether arising from negligence, breach of contract or howsoever.
- Force Majeure
Neither party shall be liable for any delay in performing any of its obligations hereunder if such delay is caused by circumstances beyond the reasonable control of the party so delaying and such party shall be entitled to a reasonable extension of time for the performance of such obligation.
All notices which are required to be given hereunder shall be in writing.
- Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the Law of England and Wales and the parties to submit to the exclusive jurisdiction of the Courts of England and Wales.