Terms of Service

Clear, reliable IT service starts with clear terms. Here’s what you need to know.

Understanding the Terms of Service

1. Introduction

This Managed Services Agreement (“Agreement”) is entered into by and between Daffodil IT Limited (“Provider”) and the client (“Client”) to govern the provision of managed IT services (“Services”). By engaging the Provider for Services, the Client agrees to be bound by the terms set forth herein. This Agreement does not require a separate signature; however, by signing a quotation or accepting a service proposal, the Client acknowledges and agrees to these Terms of Service.

2. Scope of Services

The Provider shall deliver IT support, network management, cybersecurity solutions, cloud services, and any other managed services as detailed in the applicable Service Level Agreement (“SLA”). Any additional services outside the agreed scope must be approved in writing by both parties.

3. Service Availability & Response Times

The Provider shall use commercially reasonable efforts to maintain service availability. Response times are outlined in the SLA and may vary depending on the nature and severity of the issue.

4. Client Responsibilities

The Client agrees to:

Provide all necessary and accurate information required for the proper delivery of Services.
Maintain licensed software and ensure compliance with all relevant hardware and software standards.
Adhere to security protocols and best practices as advised by the Provider.

5. Fees & Payment Terms

Fees for Services shall be specified in the applicable service agreement, quotation, or invoice.

Payments are due within:

28 days (if paying by Direct Debit)
14 days (if paying by one-time payment)

from the invoice date unless otherwise agreed in writing.

Failure to remit payment within the agreed terms may result in service suspension or termination at the Provider’s discretion.

6. Confidentiality & Data Protection

Both parties agree to maintain strict confidentiality regarding any proprietary or sensitive information exchanged under this Agreement.

The Provider shall employ industry-standard security measures to protect Client data; however, the Provider shall not be held liable for data loss or breaches resulting from factors beyond its reasonable control.

7. Warranties & Disclaimers

The Provider makes no warranties beyond those explicitly stated herein.

The Services are provided “as-is” and “as available,” with no guarantees of uninterrupted operation or error-free performance.

8. Limitation of Liability

The Provider shall not be liable for any indirect, incidental, or consequential damages arising from the use of the Services.

The Provider’s total liability, if any, shall not exceed the total amount paid by the Client for Services in the preceding 12 months.

9. Term & Termination

This Agreement remains in effect until terminated by either party with 30 days’ written notice.

Either party may terminate the Agreement for material breach if the breach is not remedied within 30 days of written notice.

Termination of Services does not relieve the Client of outstanding financial obligations.

10. Scope of Maintenance Contract

The maintenance contract covers routine monitoring, troubleshooting, and resolution of issues related to covered hardware and software as specified in the SLA.

Services covered under the maintenance contract may include but are not limited to:

Regular system updates and patches.
Network monitoring and management.
Security threat monitoring and mitigation.
Helpdesk support for covered software and hardware.

11. Exclusions from Maintenance Contract

The following services are not covered under the maintenance contract and will be billed separately at the applicable rates:

Hardware replacement costs.
Third-party software licensing and support fees.
Onsite visits unless specifically included in the SLA.
Recovery of lost or corrupted data due to user error or external breaches.
Custom development, configuration, or software integrations.
Any service outside the agreed scope as defined in the SLA.
Any service interruptions caused by an Act of God, including but not limited to natural disasters, extreme weather events, or other unforeseen catastrophic incidents.

12. Additional Work & Out-of-Hours Rates

Any work performed outside of standard business hours shall be billed at a rate of £120 per hour.

Any work that falls outside the scope of the maintenance contract shall be billed at a rate of £90 per hour.

13. Force Majeure

The Provider shall not be held responsible for delays or failures in service due to events beyond its reasonable control, including but not limited to natural disasters, cyberattacks, power outages, labor strikes, or governmental actions.

14. Amendments

The Provider reserves the right to amend or modify these Terms of Service at any time without prior notice. It is the Client’s responsibility to review these terms periodically. Continued use of the Services constitutes acceptance of any modifications.

15. Business Mergers & Acquisitions

In the event of a merger, acquisition, or change of ownership involving the Client, these Terms of Service shall remain binding upon the successor entity unless otherwise renegotiated and formally agreed upon in writing by both parties.

16. Entire Agreement

This Agreement constitutes the entire understanding between the Provider and the Client, superseding all prior agreements, discussions, and understandings, whether written or oral, regarding the Services.