These Terms, together with all Statements of Work, proposals, schedules, service descriptions and pricing schedules.
A recurring subscription-based managed service tier.
All networks, systems, infrastructure, cloud tenants, endpoints, and data owned or controlled by the Customer.
External vendors providing infrastructure or platforms used within Services.
Unified Cloud provides Services across the following categories:
These Terms, together with all Statements of Work, proposals, schedules, service descriptions and pricing schedules.
Includes monitoring, patching, helpdesk, endpoint protection, firewall management, network support, and infrastructure management.
These Services are provided under subscription Service Plans billed per:
Includes:
These may be billed based on:
Services may include:
These services may be billed per project or per environment.
Includes:
Professional Services are billed based on:
Managed Service Plans are subject to a minimum term of 36 months unless otherwise agreed.
At the end of the minimum term:
Early termination requires payment of:
Unified Cloud may adjust pricing:
Price adjustments will be communicated 30 days prior to implementation.
Unified Cloud operates three billing models:
Recurring monthly charges for managed services. Subscriptions are billed monthly in advance.
Consumption-based services including:
Usage charges are billed monthly in arrears.
One-time fees may apply for:
Deployment fees are payable at project commencement.
Invoices are payable within 14 days.
Unified Cloud may:
Suspended Services do not waive payment obligations.
Unified Cloud targets the following response times:
| Priority | Response Target |
|---|---|
| Critical outage | 1 hour |
| High impact | 4 hours |
| Medium | 8 hours |
| Low | next business day |
Customer must:
Unified Cloud is not responsible for issues arising from:
Unified Cloud may integrate services from third parties including cloud providers and telecommunications vendors.
Unified Cloud is not responsible for outages caused by:
Unified Cloud implements industry-standard security practices including:
However, no system can guarantee absolute security.
Customer remains responsible for:
Unless explicitly included in the Service Plan:
Unified Cloud does not guarantee backup services.
Where backup services are provided:
Unified Cloud is not liable for data loss due to system failure, cyberattack or user error.
Where Unified Cloud supplies hardware:
If hardware is leased or financed:
Unified Cloud retains ownership of:
Customers retain ownership of:
To the maximum extent permitted by law:
Unified Cloud’s liability is limited to the total fees paid by the Customer during the preceding 12 months.
Unified Cloud is not liable for:
Unified Cloud does not assume liability for cyber incidents including:
Customers must maintain appropriate cyber insurance.
Both parties must maintain the confidentiality of all proprietary information exchanged during the engagement.
Confidentiality obligations survive termination.
Either party may terminate the Agreement:
Upon termination:
Neither party is liable for failure to perform due to events beyond reasonable control including:
This Agreement is governed by the laws of New South Wales, Australia.
These Terms together with any Statement of Work constitute the entire agreement between the parties.