In the event of any conflict between these Product Specific Terms and Conditions and the Standard Terms and Conditions, then the Product Specific Terms and Conditions shall prevail.
OCi System reserves the right to update Terms & Conditions without prior notice.
OCI Cloud Hosting Services
TERMS & CONDITIONS
Term of the Service Level Agreement (SLA)
OCi Systems maintains the rights to revise this SLA without prior announcement.
This SLA has no expiry date and will be valid until a new version of the SLA is in place.
The SLA will be reviewed on a periodic basis in order to incorporate any new circumstances into the document that were not yet known or available at the time the previous version of the SLA was drafted. A new version of the SLA will be subject to the procedures defined in the General Terms and Conditions.
SLA: 99.5% uptime guarantee, except during scheduled maintenance or denial of service attacks
Exclusion Policy to SLA
● issues that result from user not following the guidelines described in the User Guide.
● issues that result from user equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control)
Acceptable Use Policy
● no probing or scanning, testing the vulnerability of any system or network;
● no breach or otherwise circumvent any security or authentication measures;
● no interference with or disrupt any user, host, or network.
Scheduled Maintenance
To guarantee optimal performance of the servers and technology. Company will perform routine maintenance on the servers on a regular basis. Such maintenance often requires taking Company servers off-line. Company reserves server unavailability for maintenance purposes. This server unavailability is not included in downtime calculations. The maintenance typically is performed during off-peak hours.
Server Storage
Each Customer is allotted a fix amount of storage based on their terms of contract.
The servers may stop accepting, processing, or delivering data when storage is exceed. If this occurs the Company shall not be held responsible for such unavailability or data loss.
Ownership Of Data
All Data within user’s database is their property. If required by legal law, OCi Systems will provide access.
Data Integrity
Company employs sophisticated redundant techniques to ensure the integrity of the data on its servers; the data is written to prevent data loss in the event of hardware failure. Backups are performed on a weekly basis and kept 7 backups rolling.
In the event of data corruption, hardware failure or other data loss, Company will make an effort to restore lost or corrupted data from server backups In the event, that the Customers request a copy of data there will be a nominal charge for this request.
Data Retention
Company shall retain an archive of Customers data for 90 days pass due date. After 90 days grace period archived data will be removed from storage, no recovery will be possible. A onetime service to provide a backup copy of their data in original format has to be requested before the 90 days expires. The backup provided is a SQL database backup format. This format cannot be used without a SQL Server. If User requires backup in different format, they will need to use the system's reporting functions to export the data they require before their service expires.
Customer Responsibilities
To access the Company services customers must have a minimum broadband, DSL and/or cable internet connection. Genuine Operating System and software with updated service packs are require. For printing their system must contain the correct print drivers. Anti-Virus Software and Client firewalls must allow access to Company servers.
Helpdesk Support.
Operating Hours: From Monday to Friday, 0900 -1700. (Except public holiday)
Expected Respond time
| Category | Timeframe |
Infrastructure Level | 1 workday* |
Technical Level | 1 workday |
Usage Level | 2-3 workday |
*infrastructure has multiple components and have different monitoring components and service providers.
Critical services are monitored constantly and some have recovery actions automated.
Critical Service provider will recover service automatically (even when not within work hours).
Services that are dependent on 3rd party can impact respond times.
Issues are handled in the order they are logged into the system. Support prioritizes technical issues.
TERMS OF BUSINESS – OCI Cloud Hosting
Terms Of Reference
All work by “OCI” for the Client will be in accordance with the proposal agreed at the outset, as modified by any subsequent
variations mutually agreed in writing. OCI’s Agreement Letter setting out the proposal, the terms of engagement, and the
Standard Terms of Business herein are together referred to as the “Terms of Business – OCI Cloud Hosting”.
In the event of any conflict between the terms and conditions stated in this Standard Terms of Business and the Agreement
Letter, the latter shall prevail.
Definition
In the Terms of Business, OCI System Pte Ltd shall refer to “OCI” and its partners, directors, staff and agents, and in all cases
to any of its successors or assignees. The Client is the person to whom the Agreement Letter setting out the terms of
agreement is addressed.
The success of the engagement is dependent on the timely co-operation of the Client, including: Providing the materials and
information that are requested from time to time for the engagement, and if stated in the Engagement Letter, for the Client’s
authorized liaison personnel to work with “OCI”. Making senior executives available for consultation on request. Making
decisions promptly to facilitate the performance of the engagement. The time estimated for the completion of the engagement
is given on the assumption that “OCI” receives such co-operation and commitment from partners and staff of the Client. If
partners and staff do not provide, or delay in providing that co-operation, the Client hereby agrees to pay “OCI” any additional
consulting fees and expenses that may result.
Confidentiality
“OCI” will keep confidential all information passed to it by the Client (unless such information is in the public domain or its
disclosure is expressly permitted by the Client or is required by any law or regulation), as well as all reports, advice and
recommendations produced by “OCI” under the Terms of Business.
The Client will keep confidential any methodologies and technology used to carry out an assignment and will not disclose any
report or information provided by “OCI” or its terms of agreement save as set out in the Agreement Letter or otherwise agreed
in writing.
The intellectual property rights in all preexisting “OCI” materials and methodologies utilized in this engagement or incorporated
into a report or any other material provided to the Client remain vested in “OCI”.
“OCI” retains the copyright on all materials provided to the Client.
The Client hereby gives its consent to “OCI” for the mention of the Client’s name/logo and this engagement in OCI’s future
marketing materials unless expressly objected by the Client.
Termination
The agreement may be terminated forthwith by either party in the event of the other going into insolvent liquidation or having a
Receiver or Administrator appointed over all or part of its assets or being the subject of any other formal insolvency procedure.
“OCI” may terminate the engagement forthwith in the event that the Client is in breach of any of the Terms of Business and/or
any terms in the Agreement Letter or if “OCI” otherwise considers it necessary. If the agreement is terminated by either party
prior to completion, all outstanding fees and expenses incurred for work completed up to that point shall remain payable to
“OCI” and the Terms of Business shall remain binding upon the Client.
Charges
Fees are based on either the time spent by “OCI” staff on an assignment at the hourly fee rates for the staff concerned or other
pre-agreed amounts. Either party may request changes to the agreed scope of the engagement. “OCI” will work together with
the Client to consider and, if appropriate, vary any aspect of the engagement, subject to payment of reasonable additional fees
and a reasonable additional period of time to provide the additional services. Any variation to the Engagement Letter, including
any variation to fees, services or time for performance of the engagement will be detailed in a separate letter and will form part
of the Terms of Business. Expenses incurred on travel and subsistence, and on goods and services purchased on the Client's
behalf, are charged at cost. For travel, “OCI” standard policies apply to first class rail travel and economy class air travel within
the ASEAN region for all staff and Business Class or equivalent for overseas travel elsewhere and for partners. The production
costs of reports prepared for the Client are charged as an expense.
Charges are based on a standard day of 7 hours, and a 5-day week, excluding public holidays. Where overtime is required,
additional hours will be charged at the specified fee rates. All fees and expenses charged to Singapore clients are subject to
GST.
Use Of Reports
Reports and advice given by “OCI” will be solely for the Client’s use and benefit and only for the purpose of the engagement to
which these Terms of Business relate.
No liability is accepted by “OCI” to any third party for its reports or advice, whether disclosure is permitted in the manner set out
in these Standard Terms of Business.
Save as required by the Companies Act Cap 50, the Client undertakes not to disclose the report or its contents in whole or in
part, whether written or verbal, to any third party without the express written permission of “OCI”. Even where such permission
is given, “OCI” cannot accept any liability for the contents of its report to any third party and will require the intended recipient to
expressly agree not to disclose the report, or any part thereof, to anyone else and warn him that he should not himself place any
reliance on the report but seek his own independent advice. The Client acknowledges that no reliance will be placed on draft reports,
conclusions or advice, whether oral or written issued by “OCI”, as they may be subject to further work, revision or investigation that may
render such drafts substantially different from any final report or advice issued.
Advice From Other Advisors
While “OCI” may seek and co-ordinate advice from other advisors on behalf the Client, the Client acknowledges that “OCI”
assumes no responsibility for or liability in respect of advice given to the Client or “OCI” by the other advisors.
The Client will be solely responsible for the payment of all fees and expenses to such advisors.
Data Protection
Where the Client or “OCI” receives any personal data [as defined by the Personal Data Protection
Act 2012 (“the Act”)], it shall ensure that it fully complies with the provisions of the Act and
only deals with the data to fulfil its obligations under the engagement.
In fulfillment of its obligations under the Act, both the Client and “OCI” shall ensure that each
takes reasonable administrative, physical and technical security measures to protect personal data
in its possession in order to prevent unauthorized access,
collection, use, disclosure, copying, modification, disposal or similar risks.
“OCI” may ask the Client for confirmation of information or additional information relating to any
document during Implementation Phrase. “OCI” assume no responsibility and make no representation
with respect to the accuracy or completeness of any information or material provided by the Client
or on the Client’s behalf. The Client shall accept full responsibility for the preparation and
contents of the document.“OCI” reserves the right to refuse to issue or approve a particular document and to require the
Client to refrain from distributing it, if at any time; “OCI” becomes aware of information which renders the document untrue or
misleading.The Client will notify “OCI” promptly if he at any time learns that any information or document
provided to “OCI” is incorrect, inaccurate or otherwise not to be relied upon.
Warranties
The Client accepts and acknowledges that, subject to any statement made in these Standard Terms of
Business, “OCI” has not made any warranties or guarantees of any nature in respect of the engagement or satisfactory
conclusion of the engagement or with respect to the economic, financial or other results which the Client may experience as a
result of the engagement.
Hold Harmless
“OCI” will use reasonable skill and care in the performance of the engagement.
OCi’s maximum liability relating to services rendered (regardless of form of action whether in contract, negligence or otherwise)
shall in no circumstances exceed the charges paid for the portion of service or work giving rise to the liability.
In no event shall “OCI” be liable for consequential, special, incidental or punitive loss, damage or
expense (including without limitation lost profits, opportunity costs etc.) even if advised of their possible existence.
This provision shall survive the completion or termination of this engagement. The Client shall indemnify “OCI” and
hold “OCI” harmless from and against any claims, liabilities, costs and expenses (including without limitation,
reasonable legal fees and the time of “OCI” staff involved) brought by a third party against, paid or incurred by “OCI” at any time
and in any way arising out of or relating to its services under this engagement, except to the extent finally determined to
have resulted from the fraud of OCI’s staff. This provision shall survive the completion of this engagement.
Governing Law
The agreement evidenced by these Terms of Business and the relationship between “OCI” and the
Client shall be governed by and interpreted and construed in accordance with Singapore law and no
claim may be brought against “OCI” in contract, tort or otherwise, save in so far as such claim
could be brought under Singapore law without reference to the law of any other country.
Contracts (Rights Of Third Parties) Act
Unless expressly provided for in the contract, a person who is not a party to this contract shall
have no right to enforce any of
its terms under the provisions of the Contracts (Rights of Third Parties) Act.
Jurisdiction And Dispute Resolution
Any controversy or claim arising out of or relating to the services covered by the Terms of
Business shall be submitted to mediation in Singapore before a mediator chosen by the parties or,
where the parties cannot agree, in accordance with the Mediation Procedure of the Singapore
Mediation Centre for the time being in force. If the controversy or claim is not resolved within
90 days (or such longer period, as agreed by the parties), the mediation shall terminate and
dispute shall be settled by arbitration in Singapore in accordance with the Arbitration Rules of
the Singapore International Arbitration Centre for the time being in force. Judgment on any
arbitration may be entered in any court having jurisdiction.
If a party fails to respond to a written request for mediation and/or arbitration within 7 days
after service or fails to participate in any scheduled mediation or arbitration conference, that
party shall be deemed to have waived its right to mediate/arbitrate the issues in dispute in which
case the courts of Singapore shall have exclusive jurisdiction to settle any unresolved
controversy, dispute or claim arising out of or relating to these Terms of Business. The Client
submits irrevocably to the jurisdiction of the courts of Singapore. “OCI” retains the right to bring proceedings against the Client in their
absolute discretion in the courts of any other country which may have jurisdiction.
Disclaimer And Limitation Of Liability
Our system and the services and products on our system are provided "as is" and ‘as available’
without warranties of any kind, whether express or implied. “OCI”, our employees, officers,
directors, affiliates or consultants do not represent or warrant that the functions contained in
our Application will be uninterrupted or error-free, that the defects will be corrected, or that
our Application or the server that makes our system available are free of viruses or other harmful
components. We do not make any warranties or representations regarding the use of our system in
terms of their correctness, accuracy, adequacy, usefulness, timeliness, reliability or otherwise
nor do we commit to ensuring that our application or the materials on our system remain available
or kept up to date.
In no event shall we, our employees, officers, directors, affiliates or consultants be liable for
any incidental, consequential, direct, indirect or any losses or damages whatsoever (including, but
not limited to, loss or corruption of data, loss of profits, goodwill, bargain or opportunity or
loss of anticipated savings, or business interruption, or any other loss, whether in an action of
contract, negligence or other tortious action), arising out of or in connection with the use of or
inability to use our system, delays, inaccuracies or errors in the information or in the
transmission of our system, or any information or transactions provided on or over our system or
downloaded or hyperlinked from our system, or performance of its contents, even if we have been
advised of the possibility of such damages.
Any content downloaded, uploaded or otherwise obtained through the use of our system is done at
your own discretion and risk. It is solely your responsibility to evaluate the accuracy,
completeness and usefulness of all opinions, advice, services, merchandise and other information
provided through our system or on the Internet generally.
This system is not intended to give you professional advice. It is intended to provide you with
useful information, documents and links. If you are dissatisfied with our system (or any part
thereof), or with any of these Terms of Business for OCI Cloud
Hosting, your sole and exclusive remedy is to discontinue using our system.
Content
Client shall warrant the following:
a) You are entirely responsible for all data, document, material, information or any content
(“Content”) that you upload, post, email or otherwise transmit via our system
b) You have obtained all required consents and comply with all applicable privacy legislation in
connection with any use and disclosure of information relating to your Content
c) Your Content will not infringe any third party rights;
d) You are duly authorized to upload, submit, transmit or otherwise deal with all Content provided
by you, and that all such
Content is true, accurate, current and complete;
e) Your Content will not place unnecessary load as to affect the performances of our system and
equipment;
f) Your Content will not contain any material which is unauthorized, inaccurate, harmful, abusive,
obscene, libelous, defamatory, threatening or otherwise illegal;
g) Your Content will not contain any viruses or harmful or malicious code or devices which could
damage any device accessing such Content;
h) You will not share, store, or in any way distribute financial data that is not in accordance
with the law. Any users suspected of having information which involves fraud, embezzlement, money
laundering, insider trading, support for terrorism, or any other activity proscribed by law may
have their accounts terminated, their financial data erased, and they also may be reported to law
enforcement officials in the appropriate jurisdictions;
Notwithstanding our rights under these Standard Terms of Business for OCI Cloud Hosting in relation
to Client’s content, “OCI” do not undertake to monitor the submission of such content to, or the
publication of such content on, our website. “OCI” reserve the right to edit or remove any content
submitted to the system, or stored on the servers, or hosted or published on the system. Except for
any personal individually identifying information which both parties have agreed to keep
confidential, any feedback, answers, questions, comments, suggestions, plans, ideas or the like
that you send to us via our OCI’s Website, via email or otherwise, will be treated as being
non-confidential and non-proprietary. “OCI” assume no obligation to protect such information from
disclosure and will be free to reproduce, use, and distribute the information to others without
restriction. Client agrees that “OCI” may use their feedback, suggestions, or ideas in any way,
including in future modifications of the products or services, advertising or marketing materials.
Client will grant “OCI” a perpetual, irrevocable, worldwide, fully transferable, sub-licensable,
royalty free license to use, modify, adapt or create derivative works from the feedback Client
provide to “OCI” in any way.
Client acknowledge and agree that “OCI” may preserve the content (or such part thereof) and may
also disclose the Content (or such part thereof) if required to do so by law or in the good faith
belief that such preservation or disclosure is reasonably necessary to:
a) comply with legal process;
b) enforce these Terms of Business For OCI Cloud Hosting;
c) respond to claims that any content violates the rights of third-parties; or
d) protect the rights, property, or personal safety of the company, users and the public.
Disclosure To Third Parties
We will not:
a) without your express consent, provide your personal information to any third parties for the
purpose of direct marketing;
b) disclose your personal information except to those to whom disclosure is necessary to effect the
purposes of our system and who are similarly bound to hold your data in confidence; or
c) disclose your personal information unless required to do so by law or in the good faith belief
that such preservation or
disclosure is reasonably necessary to: (i) comply with legal process; (ii) respond to claims that
any of your data or content violates the rights of third- parties; or (iii) protect our rights,
property, or personal safety and that of our users or the public.
Indemnity
You hereby indemnify us and our affiliates, officers, agents, partners, and employees and undertake
to keep us indemnified against any losses, damages, costs, liabilities and expenses (including,
without limitation, legal expenses and any amounts paid by us to a third party in settlement of a
claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of the
Content you submit, post to or transmit through our system, your access or use of our system, your
violation of any of these Terms of Business For OCI Cloud Hosting, or your violation of any rights
of another. This obligation will survive any termination of your use of our Website.
Breach
Should the Client breach any stipulation contained in this Agreement, and that breach is not due to
force majeure, “OCI” may terminate this agreement, and may take action as it is deem appropriate to
deal with the breach, including suspending Client’s all access from the system, prohibiting Client
from accessing the system, blocking computers using Client’s IP address from accessing the system,
contacting Client’s internet service provider to request that they block the access to our system
and/or bringing court proceedings against Client.
Force Majeure
Force Majeure means, in relation to “OCI”, any circumstance beyond the reasonable control of “OCI”
(including, without limitation, any breakdown or malfunction of hardware, software, networks or
systems used in connection with the Service). Notwithstanding any other provision of this Terms of
Business for OCI Cloud Hosting, “OCI” shall not be deemed to be in breach of this Terms of Business
for OCI Cloud Hosting, or otherwise be liable to you, for any delay in performance or the non-
performance of any of its obligations under this Agreement, to the extent that the delay or
non-performance is due to any Force Majeure, and the time for performance of that obligation shall be extended accordingly
Acceptance
These Terms and Conditions form the entire agreement to contract OCI System Pte Ltd to undertake the implementation of OCI Cloud Hosting Service.