This document describes the Service Level Agreement for the Web Server Service that is managed by the Network Systems Management Services (NSMS) at Oxford University Computing Services (OUCS). The Web Server Service provides for the delivery by OUCS of certain services ("the Service") to a customer ("the Customer") in respect of a Web Server identified as ("the Server") and its associated software and network connections. The part of the Web Server that is accessed by the Customer is referred to as the "Web Site".
2. General OUCS Responsibilities
OUCS will provide access for the Customer to a Web Site.
OUCS will endeavour to install on a Web Site a full range of software tools that are required for the presentation of web pages.
OUCS accepts responsibility for the correct installation of the Web Server facilities that are provided. These facilities are provided without any liability on behalf of OUCS for any problems that the Customer might encounter when using them.
OUCS is prepared to consider the installation of specialist software required by the Customer, but reserves the right to terminate such a facility without notice and without liability for the consequences if it believes such action is necessary to prevent a risk to the integrity of the rest of the service. If specialist software must be terminated without notice, OUCS will endeavour to contact a nominated representative for the Web Site at the earliest opportunity.
3. General Customer Responsibilities
At the commencement of this Agreement, the Customer will nominate two members of its staff, who will be responsible for liaising with OUCS concerning the support of the Server. In normal circumstances only these nominated individuals would be expected to contact OUCS concerning the Service. The Customer will promptly notify OUCS should there be any change to these nominees.
The Customer must not interfere with aspects of the Server for which OUCS is responsible. OUCS reserves the right to charge for the time involved in recovering a Server which has been damaged by members of the Customer's institution attempting to take any actions in regard to the service which have been defined as the responsibility of OUCS, except where such action has been taken as a result of the failure of OUCS to provide support in accordance with Section 9. Support Call Out hereof. In such circumstances the Customer will give a minimum of 2 hours notice of its intention via the urgent call out method described in Section 9. Support Call Out, clause 4.
If specialist software is installed on the Server at the request of the Customer (see Section 2. General OUCS Responsibilities clause 4), the Customer will be responsible for ordering software and purchasing the correct number of licenses, except where such responsibility has been delegated in writing to OUCS. The Customer agrees to adopt a conscientious approach to software licensing.
If specialist software is installed on the Server at the request of the Customer (see Section 2. General OUCS Responsibilities clause 4), OUCS reserves the right to charge for the administration of the specialist software, the charging to be agreed between the Customer and OUCS before the software is installed.
4. Responsibility for Content
For Customers that are not part of the University, OUCS, and the University, accept no liability for the content of any web pages published on the server. The Customer must accept full responsibility for the legality of the content and agree to pay any costs that might arise from litigation.
OUCS will not exercise any form of editorial control over the content of a Customer's web pages.
OUCS will not normally interfere with the availability of a Customer's web pages.
OUCS reserves the right to remove any web pages from its systems without notice and without liability for the consequences if it believes such action is necessary to prevent a risk to the integrity of the Service as a whole or to the University. If such action is deemed necessary, OUCS will endeavour to contact a nominated representative for the Web Site at the earliest opportunity.
OUCS reserves the right to close down a Web Site without notice and without liability for the consequences if it believes such action is necessary to prevent a risk to the integrity of the Service as a whole or to the University. If such action is deemed necessary, OUCS will endeavour to contact a nominated representative for the Web Site at the earliest opportunity.
If required, some introductory training and documentation can be provided by OUCS. This will consist of a morning of demonstrations of the principal interfaces which can be used by the Customer's staff for their day to day web management requirements. Documentation and references covering the material demonstrated can be provided.
6. Disk Management
The Customer will be responsible for requesting changes to disk space quotas.
OUCS will be responsible for changing the availability of disk space as necessary. If additional hard disk capacity is required the Customer can purchase it at the price advertised by OUCS at the time it is required (see Summary of Charges).
OUCS will install software to take daily incremental backups of the server filestore from Monday to Friday.
OUCS will take full tape backups of the filestore approximately once a week to provide a historical archive and to speed up filestore recovery if there has been complete loss of filestore.
8. Disaster Recovery
Following any loss of service, no matter how caused, when the Server hardware and the communications infrastructure have been restored to the state they were in before the loss of service, OUCS will ensure that the Server filestore is restored to at least the state it was in at the time of the last successful backup.
9. Support Call Out
The workings of this Agreement will be reviewed at meetings to be scheduled during the course of the Agreement.
11. Working Hours
Working hours are defined as 9:00 - 17:00, Monday to Friday, excluding Bank Holidays and the Christmas closure period of OUCS.
12. Charges and Payment
The charges specified in the Summary of Charges shall initially be paid on the signing of this Agreement.
Annual charges for OUCS services shall be due on the anniversary of the Agreement date.
If a Web Site consumes more than 20% of the processing power of a server on average in any one day and this is repeated on average more than 20% of the time then a supplementary charge may have to be levied to account for the extra consumption of resources.
If a Web Site consumes more than 20% of the communications bandwidth of a server on average in any one day and this is repeated on average more than 20% of the time then a supplementary charge may have to be levied to account for the extra consumption of resources.
OUCS may vary the charges specified in the Schedule attached to this Agreement with effect from the end of the first year or any date thereafter by giving to the Customer three calendar months' notice in writing of the new charges.
OUCS is prepared to take on work for the Customer that falls outside this contract on the basis of an hourly charge.
Any secure server certification fees will be passed on to the Customer.
This Agreement is for a minimum period of one year and shall continue as an annual agreement thereafter until terminated by either party giving the other three calendar months' notice in writing.
If at any time either party shall be in breach of its obligations relating to this Agreement the other party may serve upon the defaulting party notice in writing specifying the breach complained of and requiring the same to be remedied. If the party in default does not give notice that it disputes the breach under the terms of Section 17. Notices or if the breach is in connection with the terms of Section 17. Notices and it fails within 30 days from the date of such notice to remedy the breach then upon the expiration of that period this Agreement shall terminate but without prejudice to the rights of either party in respect of any antecedent claim.
Neither party may assign or transfer this Agreement or any of its rights herein without the prior written consent of the other.
15. Limitation of Liability
Although OUCS will use all reasonable endeavours to perform the work set out in this Agreement, it can make no guarantees concerning any particular outcome.
OUCS accepts no responsibility for the use which the Customer makes of advice or information which it gives, or opinions which it expresses, or of materials, certificates or documents which it supplies.
Without prejudice to any right which the Customer may have to claim against OUCS, the Customer undertakes to make no claim against any employee, agent or appointee of OUCS in regard to this Agreement.
The liability of either party for any breach of this Agreement, or arising in any way out of the subject matter of this Agreement, will not extend to any incidental or consequential damages or losses including (without limitation) loss of profit.
In any event, the maximum liability of OUCS to the Customer under or otherwise in connection with this Agreement or its subject matter shall not exceed the return of all moneys provided to OUCS by the Customer under Section 12. Charges and Payment, together with interest at the prevailing Barclays Bank plc rate.
16. Force Majeure
If the performance by either party of any of its obligations under this Agreement (other than an obligation to make a payment) shall be prevented by circumstances beyond its reasonable control, then such party shall be excused from performance of that obligation for the duration of the relevant event.
The formal representative of OUCS for the purpose of serving official notices under this Agreement until further notice shall be:The Director
The Customer will nominate a formal representative for the purpose of serving official notices under this Agreement.
Routine operational communication under the terms of this Agreement shall take place between the Customer's nominees as identified under Section 2. General OUCS Responsibilities, clause 1 and the nominated employees, agents or appointees as advised by OUCS from time to time.
18. Dispute Resolution
Both parties acknowledge that circumstances change and that situations will arise which may not have been fully anticipated by this Agreement, and that this may lead to disputes about responsibilities under this Agreement. In such circumstances, both parties undertake to work in good faith and to use every reasonable endeavour to find a mutually acceptable resolution to such disputes.
Should a dispute of any nature arise between the parties to this Agreement, then the designated nominees will use every reasonable endeavour to resolve such dispute.
Should the designated nominees fail to bring any dispute to resolution within 14 days of written notice of a dispute being given by either party's nominee to the other, then a formal notice shall be served by the formal representative of the party first notifying the dispute to the other party's formal representative.
The formal representatives of each party shall use every reasonable endeavour to resolve the dispute, such as but not limited to holding meetings of all interested parties.
Should all efforts to address the dispute not reach a resolution within 30 days of the date of formal notification under Section 17. Notices, then the parties shall appoint an independent arbiter to consider and arbitrate on the dispute. Should the parties not be able within 7 days to agree on such a person, then they shall ask the Vice-Chancellor of the University of Oxford to nominate an arbiter, which selection shall be binding upon both parties.
The decision of the duly appointed arbiter shall be binding upon both parties.
Clause headings are inserted in this Agreement for convenience only, and they shall not be taken into account in the interpretation of this Agreement.
Where the Customer is obliged to make a payment due to OUCS under or pursuant to this Agreement which attracts Value-Added, Sales, Use, Excise or similar taxes or duties, the Customer shall be responsible for paying such taxes and duties.
If the Customer fails to make any payment due to OUCS under this Agreement then, without prejudice to the other rights and remedies of OUCS consequent upon breaches of this Agreement, OUCS may charge interest on the balance outstanding, accruing from day-to-day at the rate of four per cent (4%) per annum above the Barclays Bank plc rate from time to time in force and compounded annually as at 31 December.
This Agreement constitutes the entire agreement between the parties for the Service. Any variation shall be in writing and signed by the formal representatives of both parties.
This Agreement is governed by English Law. The English Courts shall have exclusive jurisdiction to deal with any unresolved dispute which has arisen out of or in connection with this Agreement.
If any clause of this Agreement is held to be invalid or unenforceable under any applicable statue or rule of law then it shall be deemed to be omitted, and if as a result OUCS becomes liable for loss or damage which would otherwise have been excluded, then such liability shall be subject to the remaining clauses.
Further information about our services can be obtained by contacting NSMS at firstname.lastname@example.org or by telephone on 01865 273209.