Terms and Conditions

Para 1. Terminology

These Terms and Conditions refer to services provided by ESP PROJECTS LTD (hereafter ‘The Cover’) ‘The Client’, purchased by a sales contract or invoice.

The Cover under our Contract applies solely to a number of physical locations where computer networks exist (hereafter ‘Sites’), these Sites containing a number of Computers with Server-Oriented Operating Systems (hereafter ‘Servers’), and a number of desktop computers or workstations – including mouse and keyboard but excluding monitors – (hereafter ‘PC’s), and a number of portable computers that use PC operating systems (hereafter ‘Laptops’), and a number of Thin Client Devices (hereafter ‘Thin Clients’) and where the precise number of Sites, Servers, Laptops, Thin clients or PC’s that Terms and Conditions applies to, is specified in the separate sales contract or invoice.

Para 2. Services Provided by The Cover

Our Terms and Conditions warrant that ESP PROJECTS will deliver to The Client four kinds of activities (Hereafter ‘Services’). These Services are:

  1. Preventative Maintenance (See Para 3)
  2. Advisory Service (See Para 4)
  3. Helpdesk Service (See Para 5)
  4. Troubleshooting Service (See Para 6)

Para 3. Definition of Preventative Maintenance

The Preventative Maintenance Service is intended to provide regularised health checks on key ICT systems in order to pre-empt future problems from arising.

The Preventative Maintenance Service refers to:

  1. Basic instruction for a designated internal ‘Network Administrator’ (for further description see Para 9(b)) in weekly checks taking no more than ½ hour, and where these checks are deemed necessary
  2. Receipt and processing by ESP PROJECTS LTD of any emails sent from Servers to which The Cover applies and which relate to the backup system and/or the internal monitoring capabilities of those Servers (where possible).
  3. Dial-in access by ESP PROJECTS LTD to any Server to which the Cover applies where this is deemed possible by ESP PROJECTS LTD and permissible by The Client
  4. Annual audit of Servers, PC’s and Laptops to which the Cover applies on receipt of a request from The Client.

Para 4. Definition of Advisory Service

The Advisory Service is intended to provide The Client with free advice on ICT issues where that advice:

  1. Is provided at a time that is convenient to ESP PROJECTS LTD and also provided no more than 5 working days following a request being made
  2. Relates to the acquisition of; alteration of; planning of or maintenance of ICT systems (including PC’s, Servers, Software, Email or Websites) that either are – or will be – owned by The Client and where that advice does not:
    1. Require more than 2 hours of research or written work
    2. Does not confer any liability on ESP PROJECTS LTD for the performance of third-party software or hardware, the liability for which lies with the manufacturer or developer of these third-party products/services.
    3. Require more than 10 hours of total work (whether written, verbal, research or the attending of meetings) per annum.

Para 5. Definition of Helpdesk Service

The Helpdesk Service is intended to provide The Client with access to suitably qualified engineers in order to diagnose and assist wherever possible with any issue relating to the ICT systems owned by The Client, on a ‘Best Endeavour’ basis. The Helpdesk Service comprises the following commitments:

  1. The Helpdesk Service is accessible by telephone on 0330 202 0118 (Option 2) or email support@espprojects.co.uk
  2. The Helpdesk Service is available within business hours – Monday to Friday 9am to 5.30pm – but excluding public holidays and other such days where ESP PROJECTS LTD may deem it necessary to close.
  3. The Client can expect a response from the Helpdesk Service within four business hours of submitting an issue.
  4. Use of the Helpdesk Service does not imply that ESP PROJECTS LTD is liable to remedy or rectify any issue raised, or take further action other than diagnostics or advice except where the issue is deemed to fall under the definition of the Troubleshooting Service (Para 6).

Para 6. Definition of Troubleshooting Service

The Troubleshooting Service applies solely and exclusively to the following matters:

  1. a) The failure of any networking switch, hub or router; NAS device, cable or connector; or other device that connects networks through the internet by means of a Virtual Private Network that is located at the Sites to which the Cover applies.
  2. b) Any failure, error or misconfiguration reported by The Client or discovered by ESP PROJECTS LTD, in the Physical Hardware, Operating Systems or Office Software of any PC, or Server to which the Cover applies and where this failure has not been caused by Third Party software.
  3. c) Any failure, error or misconfiguration reported by The Client or discovered by ESP PROJECTS LTD, in the Operating Systems, Office Software, RAM, Hard Drive, Battery or Power Adapter of any Laptop to which the Cover applies and where this failure has not been caused by Third Party software. Where a client has purchased “additional Laptop Hardware Support”, this clause is also applied to Laptop chassis, screen, motherboard, keyboard and trackpad.
  4. d) The logging of success/failure alerts from backup software IF that software is able to send email alerts to ESP PROJECTS LTD. Furthermore, the rectification of backup system failure for those systems capable of sending alerts, and where that system has failed to perform a backup for three consecutive days. {NOTE: for the sake of clarity here, ESP PROJECTS LTD does not perform backups on behalf of a client. Our responsibility is solely to troubleshoot backup software/systems that have notified us that they are failing for three consecutive days. In practise, the rectification of such issues can take several days to complete. However, most such systems are also configured to notify a member of staff of the client. If you have concerns about

 

the operation & performance of your backup system please contact us immediately. Similarly if you would like to make any one-off or ‘archive’ backups that are stored separately to the daily backup, please also contact us for assistance. All clients are advised to perform test data restores at regular intervals We can help with this by request.

  1. e) Failures, errors or misconfigurations of any UPS, Anti-Virus software, or other software distributed by script or policy from a server; and where that item was either supplied, installed or is able to be administered by ESP PROJECTS LTD and where that failure, error or misconfiguration can be remedied by actions taken by ESP PROJECTS LTD or by the application of fixes or patches released by the Manufacturer of that software and where those fixes or patches are accessible to ESP PROJECTS LTD.
  2. f) Failures, errors or misconfigurations of mapped network drives; user permissions; ability to log on to the network; or the ability of software other than Operating Systems and Office Software to perform its intended function where that failure, error or misconfiguration can reasonably be said to be rectifiable by actions or decisions taken by ESP PROJECTS LTD.
  3. g) The accidental deleting or changing of files by staff of The Client where the Client has a system purchased from or administered by ESP PROJECTS LTD that has the capacity to restore said files.
  4. h) Accidental alteration by authorised users of The Client’s PC’s, Servers or Laptops in the settings or functioning of an Operating System or Office Software, provided that The Client has taken all reasonable measures as proposed by ESP PROJECTS LTD to prevent this from happening.

All other IT systems related issues shall be deemed Ultra Vires to the Terms and Conditions.  If ESP PROJECTS is asked to undertake any Ultra Vires work, this work may be arranged by means of a separate Quotation which may outline charges for this work.

Para 7. Notable Exceptions

Some common ICT devices or issues do not fall within the remit of Para 6 but are still covered by Para 5. The purpose of Para 7 is to clarify the relationship between ESP PROJECTS and The Client in these kind of cases.

Typical examples include issues raised in relation to:

  1. Printers, Scanners, Monitors, PDA’s, Mobile Phones or other external device or item of hardware.
  2. Physical failure of Laptop chassis, screen, motherboard, keyboard and trackpad unless The Client has taken out additional Laptop Hardware Support with ESP Projects Ltd.
  3. Any method of communication between these items and items that do fall within Para 6
  4. Software not listed in Para 6.
  5. Email or internet access services provided by Third Parties to the Client.
  6. Damage to software or data systems caused by hacking, viruses, Trojans, malware or other software installed – whether knowingly or not – on systems by the user through their own actions.
  7. Malfunctions in any systems to which The Cover applies which are caused by the storage of files or utilisation of software installed, where said files or software is of a personal nature and not necessary for the work of the client.
  8. Damage done to any of the items to which the Cover applies which is due to fire, flood or theft, acts of terrorism or otherwise caused by some other system or natural or man-made occurrence which is external to the Covered systems.

In the case of issues such as the above that do not fall within the remit described in Para 6, ESP PROJECTS LTD will still provide Helpdesk and Advisory Services in relation to issues raised by The Client, but the Clients attention must be drawn to Para 5(d).

Para 8. ESP PROJECTS LTD Responsibilities

For the duration of a ICT contract with ESP Projects:

  • ESP PROJECTS LTD undertakes to provide the Helpdesk Service free of charge.
  • ESP PROJECTS LTD undertakes to provide the Preventative Maintenance Service free of charge.
  • ESP PROJECTS LTD undertakes to respond within 8 business hours to any issue that requires action under the Troubleshooting Service
  • ESP PROJECTS LTD will carry out all diagnostics and remedial action required to address an issue raised under the Troubleshooting Service free of labour charges.
  • ESP PROJECTS LTD will use any method it deems appropriate to resolve any issue raised under the Cover, or otherwise deliver the Cover. Appropriate methods include guidance over the telephone or by email which may involve asking the Client to perform physical or non-physical tasks; dial-in access over the internet; working on the sites covered by Terms and Conditions; collecting items to work at the offices of ESP PROJECTS LTD and the use of software tools installed by ESP PROJECTS LTD.
  • Where any work has been carried out off-site ESP PROJECTS LTD will return the item (or its replacement) to the site and take all reasonable measures to ensure that it functions in the same manner as previous to the issue occurring.
  • Where any item of hardware is deemed to have failed, ESP PROJECTS LTD will take all reasonable measures to obtain a direct replacement, a workable substitute, or advise on other course of action free from labour or delivery charge, but the cost of repairing or replacing that item itself will be borne by The Client unless it can be repaired or replaced under Manufacturers warranty. ESP PROJECTS LTD can only process Manufacturers warranties for items sold by ESP PROJECTS LTD.
  • Staff of ESP PROJECTS LTD who are attending on site will behave in a manner commensurate with their Employment Contract with ESP PROJECTS LTD which includes clauses on the protection of The Clients data and Confidentiality and adherence to Health and Safety policy.
  • Staff of ESP PROJECTS LTD will further seek to avoid disrupting the work of The Client as far as possible; and take reasonable actions to ensure that The Client is aware of the work that has been carried out, and how it may affect persons within the Client, and notify the Client whether any further action is required.

Para 9. Clients Responsibilities

  1. The Client undertakes to notify ESP PROJECTS LTD (by email, letter, fax or verbally) of any instance where either its own Staff or other contractors are planned to brought in, or are actually brought in by the Client to install, configure, remove, add or otherwise alter the hardware or software configurations on the Sites, Servers, PC’s or Laptops to which the Cover applies. ESP PROJECTS LTD reserves the right to decline to provide the Services described in this contract to items added during the course of such work. Moreover ESP PROJECTS LTD reserves the right to decline to provide the Services described in this contract in their totality (to all Sites, Servers, PCs or Laptops to which the Cover applies) in the event that such work to is deemed by ESP PROJECTS LTD to present an actual risk or threat to other items defined within the Cover.
  2. The Client undertakes to delegate certain duties (where recommended to do so by ESP PROJECTS LTD) to a person or persons who will be deemed the ‘Network Administrator’. This person or persons may be asked to:
    • Upkeep Backup Schedules (e.g. changing backup tape).
  • Monitor the release of Windows Updates, AntiVirus Precautions; Backup Routines; Event Logs and other such systems in accordance with ESP PROJECTS LTD’s instructions.
  • Become a central point of contact with ESP PROJECTS LTD in order to raise issues to which the Cover applies.
  • Liaise with ESP PROJECTS LTD in any arrangements needed to ensure that ESP PROJECTS LTD can carry out its duties when visiting any of the Sites to which the Cover applies.
  • Hold and retain administration passwords.
  1. The Client agrees to hear advice from ESP PROJECTS LTD on how it may improve its systems with respect to the avoidance of issues arising under the Cover and ESP PROJECTS LTD reserves the right to decline to provide the services described in this contract in the event that the Client does not take actions recommended by ESP PROJECTS LTD which are deemed essential for ESP PROJECTS LTD to continue in its work.
  2. The Client agrees that its staff will behave in a professional manner towards engineers of ESP PROJECTS LTD in any contact between them. Complaints with regard to the behaviour or efficacy of staff of ESP PROJECTS LTD should be addressed to the Management.
  3. The Client agrees to make reasonable provisions either through the Network Administrator or through their representative, to ensure that access to the Sites and to the device or software that is causing any issue raised under the Cover, is granted to the staff of ESP PROJECTS LTD; and that all relevant passwords, error codes or descriptions of that issue are passed to ESP PROJECTS LTD; and that the issue is not raised more than once by other person or persons who are representatives of The Client; and that any action taken by ESP PROJECTS LTD is communicated to all persons within that Client who may be affected.
  4. The Client undertakes to inform the management of ESP PROJECTS LTD of any dissatisfaction with the execution, delivery or compliance with the terms of contract in an appropriate timescale to allow these concerns to be addressed.
  5. ESP PROJECTS LTD reserves the right to decline to provide the Services described in this Contract in the event of a failure by the Client to pay outstanding balances on their account with ESP PROJECTS LTD.