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  • SERVICES : NxtGen Datacenter & Cloud Technologies Private Limited ( hereinafter referred to as "NxtGen" or "Service Provider" or “the Company”) will offer Enterprise Cloud Services ("Services") to an individual or Entity ("Customer") as per the agreed configuration.The Company and the Customer shall individually referred to as the “Party” and collectively referred to as the “Parties”.
  • Applicable to Customers availing Free POC or Paid service
  • Customers Data Security:
  • The Customers shall implement Password Protection for login and shall not share the same with any of NxtGen’s Employees
  • NxtGen shall not be responsible for VMs being compromised over the Internet.
  • Connectivity terminated in NxtGen DC:
  • Customers who has taken connectivity from any of the Service Providers either directly or through NxtGen as a part of the service, will have to ensure that the same is being used only for the execution of the prescribed services from NxtGen and in strict adherence with the prevailing rules and regulations of the concerned authorities/Government Agencies
Order : The order is to be placed on NxtGen Datacenter & Cloud Technologies Pvt. Ltd.
Payment Terms : All Recurring Service Charges are to be paid monthly in advance (within 10 days of submission of bills). First month advance should be released along with purchase order. One time charges are also payable along with the purchase order.
Annual Increment : Rates will be subject to an annual increment as mutually agreed
Billing : Billing will start within 24 hours of service provisioning.
Validity : This offer is valid for 30 days from the date of this offer.
  • PRICING : : Pricing shall be subject to T&C in the offer document received from NxtGen. NxtGen shall reserve the right to revise the prices with a 1 (one) month notice to the customer. The T&C mentioned here is valid for the period the customer is availing the Services ("Term").
  • PAYMENTS, REFUNDS AND CANCELLATIONS :
  • Amount: The fees applicable for the Services ("Fees") are available on the WebSite and/or in NxtGen's then-current and applicable published price list.
  • Fees: Customer will pay and authorizes NxtGen to charge using Customer's selected payment method, for all the applicable fees. Fees are non-refundable. Customer is responsible for providing complete and accurate billing and contact information to NxtGen. Except as specifically set forth in this section, all Services are prepaid for the period selected (monthly, yearly or otherwise) and are non-refundable. This includes accounts that are renewed.
  • ChangesWe may change the fees in effect but will give you an advance notice of these changes via a message to the email address associated with your account. If you don't agree to these changes, you must cancel and stop using the Service. If you fail to cancel in accordance with these Terms, we will automatically renew the Service at the then-current price and for the same subscription period and will charge your credit card on file with us commencing on the first day of the renewal of the subscription period
  • Payment Details: :
    • All Fees will be billed to the credit card/Debit Card/Net Banking you designate during the payment process. If NxtGen is unable to successfully charge your credit card for fees due, NxtGen reserves the right to revoke or restrict access to your stored Content and the Services, delete your stored Content, or terminate your account. You must be authorised to use the credit card that you enter when you create a billing account. You authorise us to charge you for the Services using your credit card and for any paid feature of the Services that you choose to sign up for or use while these Terms are in force. We may bill: (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) on a recurring basis for subscription Services. Also, we may charge you up to the amount you've approved, and we'll notify you in advance of the difference for recurring subscription Services. We may bill you simultaneously for more than one of your prior billing periods. You must keep all information in your billing account current. If you want to designate a different credit card or payment account or if there is a change in your credit card or payment account status, you can access and modify your billing account information on the Site. You may change your payment method at any time. If you tell us to stop using your payment method and we no longer receive payment from you for the paid Service, we may cancel the Services.
    • All Services shall be paid for in accordance with the applicable purchase order (PO) and the Scope of Work (SOW). The fees are exclusive of all applicable taxes. Subject to with-holding taxes, the payments and fees cannot be with-held for any reason, whatsoever.
    • The commercial terms are computed based on Services captured in the applicable SOW, any further capacity or services required by the Customer shall be billable at an additional cost, which shall be mutually consented by the Parties.
    • The payment shall be made within 21 days from the date of invoice. In case of any delayed payment beyond the due date, the interest will be charged @ 2% per month (i.e., interest @ 24% per annum) for the period of time when the payment is due till the actual date when the payment is received
    • The customer shall be responsible for highlighting any billing discrepancies and get the same rectified within 10 days from the date of the invoice
    • Unless notified otherwise by the Customer in writing, all invoices are to be mailed to the Customer at the address listed on the purchase order (PO) and/ or the signature page of the Agreement, attention the Accounts Payable Department.
    • NxtGen shall not be liable to honour/ meet the SLA commitments to the Customer, in case the Customer fails to make the payments for a period exceeding 30 days from the due date (i.e., the date of the invoice).
    • NxtGen further, reserves the right to suspend the support immediately without any notice, in case the Customer has failed to make the payments for a period exceeding 60 days from the due date (i.e., the date of the invoice). During this period, the support ticket request will not be accepted.
    • NxtGen further, reserves the right to terminate the services immediately without any notice, in case the Customer has fails to make the payments for a period exceeding 90 days from the due date (i.e., the date of the invoice).
  • Refunds: : Except as specifically set forth in this section, all Services are prepaid for the period selected (monthly, yearly or otherwise) and are non-refundable.
  • GOODS & SERVICES TAX (GST): 
    • Except where otherwise stated any amount payable under this Agreement is exclusive of GST. For any supply made under this Agreement which is subject to GST, Customer agrees to pay the amount for the supply plus the GST payable (“GST Amount�?).
    • The GST Amount will only be paid after NxtGen has provided the Customer a valid tax invoice (which mentions among other requirements of GST Laws, the GST Number and ‘Place of Supply’) and the invoice details have been reported to the tax authority, as required by law, in the due course of time.
    • For any adjustment on account of deficiency of services / goods or price revision, appropriate debit notes/ credit notes (disclosing the details as prescribed under the applicable GST law) will be issued, for the such adjustment.
    • NxtGen agrees to indemnify the Customer against any loss or damages that the Customer may suffer due to a non-compliance or breach of applicable GST and related laws by NxtGen.
    • Further, in case of any non-compliance of applicable law by the Customer and because of which a demand is made on the NxtGen by the tax authorities, the Customer shall be immediately liable to pay the applicable taxes / amounts (including interest, penalty and associated litigation cost) if any upon notification by NxtGen.
    • Either party acknowledges and agrees that the other party shall be (without prejudice to its rights under law) free to terminate this Order/ Agreement at will, without any liability, if the party breaches the GST and related laws after the Appointed Date (mandated by GST Council) or fails to maintain a good compliance rating under the GST Laws or fails to comply with provisions stated herein above.
  • Ownership of Confidential Information. The Parties acknowledge that during the performance of this Agreement, each Party will have access to certain of the other Party’s Confidential Information or Confidential Information of third parties that the disclosing Party is required to maintain as confidential. The complete data pertaining to the Company’s IT infrastructure, its configuration, networking, remote site details, personnel details, access mechanisms, hosted applications, tools, test equipments, development environments, mailing servers and security mechanisms are classified as ‘Confidential Information of the Company’. Both Parties agree that all items of Confidential Information are proprietary to the disclosing Party or such third party, as applicable, and shall remain the sole property of the disclosing Party or such third party. Further, “Confidential Information” shall also mean all written or oral information, proprietary to a Party, including, customer lists, employee lists / policies, samples, models, data, designs, programs, drawings, tools, concepts, formulae, algorithms, processes, technical specifications, synchronization interfaces, material prepared by a Party including derivative works. Also all data, information, material by the nature of the information or the circumstances surrounding disclosure ought reasonably to be treated as confidential..
  • Mutual Confidentiality Obligations. Each Party agrees as follows: (i) to use the Confidential Information only for the purposes described herein; (ii) that such Party will not reproduce the Confidential Information and will hold in confidence and protect the Confidential Information from dissemination to, and use by, any third party; (iii) that neither Party will create any derivative work from Confidential Information disclosed to such Party by the other Party; (iv) to restrict access to the Confidential Information to such of its personnel, agents, and/or consultants, if any, who have a need to have access and who have been advised of and have agreed in writing to treat such information in accordance with the terms of this Agreement; and (v) to return or destroy, pursuant to Section 8, all Confidential Information of the other Party in its possession upon termination or expiration of this Agreement.
  • Exceptions to Confidentiality Obligations. Notwithstanding the foregoing, the provisions cited above, shall not apply to Confidential Information that (i) is publicly available or in the public domain at the time disclosed; (ii) is or becomes publicly available or enters the public domain through no fault of the recipient; (iii) is rightfully communicated to the recipient by persons not bound by confidentiality obligations with respect thereto; (iv) is already in the Recipient’s possession free of any confidentiality obligations with respect thereto at the time of disclosure; (v) is independently developed by the recipient; or (vi) is approved for release or disclosure by the disclosing Party without restriction. Notwithstanding the foregoing, each Party may disclose Confidential Information to the limited extent required (A) in order to comply with the order of a court or other governmental body, or as otherwise necessary to comply with applicable law, provided that the Party making the disclosure pursuant to the order shall first have given notice to the other Party and made a reasonable effort to obtain a protective order; or (B) to establish a Party‘s rights under this Agreement, including to make such court filings as it may be required to do.
  • The Company hereby represents, warrants and covenants that (i) it has the right to enter into this Agreement; (ii) the Company shall provide the infrastructure services rendered under this Agreement with an uptime or 99.5%, except in case of evaluation version, (iii) the Company has no obligations to any third party that shall in any way limit or restrict its ability to the Service in the manner provided herein (iv) that the Services will be performed in compliance and adherence to the Data Privacy Policy and the Security and Firewall Policy, agreed between company and the customer.
  • The Customer will be permitted to access the Service at all times except during scheduled downtime. The Company will not be liable for any delay, loss of data/ information or other failure of performance during the scheduled downtime. THE SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE" IN KEEPING WITH THE SPECIFICATIONS AS CAPTURED IN THE SOW. THE COMPANY MAKES NO WARRANTIES AS TO THE AVAILABILITY OF UNINTERRUPTED, ERROR FREE, COMPLETELY SECURE, MERCHANTIBILITY OR FITNESS, VIRUS FREE SERVICES AS THE SERVICES ARE DEPENDANT ON THIRD PARTY SERVICE PROVIDERS IN PROVIDING SERVICES. FURTHER NO WARRANTY AS TO THE ABILITY TO MEET THE SATISFACTION OF THE SUBSCRIBER'S REQUIREMENTS IS PROVIDED HEREIN. The Company will not be liable for any delay, down time, loss of data/ information or other failure of performance, if the cause or circumstances for the same is beyond the reasonable control of the Company, but will use reasonable efforts to correct any performance problem brought to its attention. The Company will not be responsible for incidental, consequential, or any other damages arising out of or in connection with the service or materials provided hereunder. The Company will not be liable for any obstruction to the Company by the Customer, which prevents or delays the performance of NxtGen’s obligations and for any outages caused due to virus attacks, ransomware, security issues and internet service provider related.
  • The Customer makes the following warranties: (i) it has the right to enter into this Agreement and has the necessary approvals and authorizations that permits it to performs its obligations herein; (ii) the Customer complies and shall comply with all applicable laws (iii) the content hosted through the Services does not: (a) infringe or violate any intellectual property rights, publicity/privacy rights, law or regulation; (b) contains any viruses, pornographic, SPAM or programming routines intended to damage, surreptitiously intercept or expropriate any system, data or personal information and (c) has any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, "data mine," or in any way reproduce or circumvent the operational and functional specifications of the Services furnished hereunder.
  • The customer shall indemnify and keep indemnified NxtGen its officers, employees and its representatives from and against all claims, demands, actions, proceedings, losses, damages costs charges and expenses and all other liabilities of whatsoever nature made, brought against, suffered or incurred by the NxtGen, either prior or future, by virtue or as a result of the non-performance or non-observance or non-compliance of any of the terms and conditions of this Terms and Conditions or any applicable laws by the customer in relation to the Services.
  • Notwithstanding anything contained herein, NxtGen’s indemnification liability for any such breach of obligations or any T&C in this AGREEMENT shall in no circumstances exceed the annual contract fee payment for the Services with respect to which the claim is made.
  • If NxtGen fails to maintain the guaranteed uptime of the Services in any time of the whole month due to the act or omission of NxtGen, then customer shall be entitled to receive a service extension at the end of the Term as set below only should the customer log a service outage ticket and registers a claim.
  • THE TOTAL LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN TORT OR CONTRACT (INCLUDING FOR BREACH OF WARRANTY, NEGLIGENCE AND STRICT LIABILITY IN TORT), WILL BE LIMITED TO THE ACTUAL DIRECT DAMAGES INCURRED BUT WILL NOT EXCEED THE ANNUAL CONTRACT VALUE OR THE FEES PAID BY THE CUSTOMER IN THE LAST 6(SIX) MONTHS, WHICHEVER IS LESS. NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY CONSEQUENTIAL OR INDIRECT DAMAGES, REGARDLESS OF THE FORM OF ACTION OR THE THEORY OF RECOVERY, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  • This TERMS AND CONDITIONS is valid for the period the customer is availing the Services mentioned in the purchase order from the customer.
  • This will come into effect upon the customer accessing the services with the credentials shared and valid till customer is availing the services.
  • Termination process:
  • The Services can be terminated by either party providing to the other party 1 (one) month prior return notice.
  • NxtGen reserves the right to terminate the Services at any time in case there is default in payment for the Services availed
  • Notwithstanding anything contained herein above, NxtGen shall have the right to terminate the Services if it is observed that the customer is acting in a manner prejudicial to the interest of NxtGen and NxtGen's customer, NxtGen shall not be liable for any consequences that may flow from such termination.
  • In case there is any dispute in relation to Services, NxtGen shall at its sole discretion terminate this Services without any consequences thereof to NxtGen.
  • Effects of Termination: On termination herein, NxtGen shall provide the Customer thirty (30) days from the date of termination to back up and take requisite copies of all content hosted on the Services post which the Company will delete the same permanently from its servers. And, this thirty (30) days period post the effective date of termination (to facilitate the Customer to take the back up of the data) shall be billed to the Customer at actuals. The Customer agrees that this is a fair business practice, since the Company will have to re-purpose the equipment for other customers.
  • Any notice, request or instruction to be given hereunder by any Party to the other shall be in writing, in English language and delivered personally, or sent by courier or by registered speed post, or electronic mail or facsimile (followed by a confirmation by electronic mail), addressed to the concerned Party at the address set forth herein above.
  • A notice shall be deemed to be effective (i) in the case of service by courier or registered speed post, upon receipt of the same by the addressee, (ii) in case of a facsimile or electronic mail, 24 hours after valid transmission, and (iii) in case of personal delivery, at the time of delivery.
  • (a) This Agreement and its performance shall be governed by and construed in all respects in accordance with the Laws of India. In the event of a dispute or difference (“Dispute”) relating to any of the matters set out in this Agreement, the senior level management of the Parties shall discuss in good faith to resolve the Dispute. In case the Dispute is not settled within 30 (thirty) calendar days, it shall be referred to arbitration in accordance with the Clause (b) below.
  • (b) All Disputes that have not been satisfactorily resolved under Clause (a) above shall be referred to arbitration before a sole arbitrator. Each Party shall propose three (3) names to the other Party, one amongst who shall be consented by the Parties and shall be appointed as the sole arbitrator. in keeping with the Arbitration and Conciliation Act, 1996 and any amendments thereto (“Arbitration Act”). In the event the Parties are unable to agree on a sole arbitrator within 21 (Twenty One) calendar days following the 30 (Thirty) calendar day period specified in Clause (a) above (“Initial Period”), each Party shall appoint one arbitrator from amongst the names suggested and the two (2) arbitrators will appoint the third arbitrator (“Panel”). The arbitration proceedings shall be carried out in accordance with the Arbitration Act and the place of arbitration shall be Bangalore. The Courts of competent jurisdiction shall have jurisdiction over any matters that are ancillary to the maintenance, prosecution, and support of the arbitration proceedings mandated hereby, and the Parties hereby submit to the jurisdiction of the said Courts for such matters. The arbitration proceedings shall be conducted in the English language. Subject to Clause (d) below, the Parties shall equally share the costs of the arbitrator’s fees, but shall bear the costs of their own legal counsel engaged for the purposes of the arbitration.
  • (c) The Panel shall make an award in writing within 60 (Sixty) Business Days of the reference of the dispute to arbitration. Such award shall be final and conclusive and binding upon the Parties and non-appealable to the extent permitted by Law.
  • (d) The Parties further agree that the arbitrators shall also have the power to decide on the costs and reasonable expenses (including reasonable fees of its counsel) incurred in the arbitration and award interest up to the date of the payment of the award
  • (e) The provisions of this Clause shall survive the termination of this Agreement.
  • • NxtGen does not collect and use your information for commercial purposes. However we collect and use the following information to provide, improve and protect our Services:
  • Account. We collect, and associate with your account, information like your name, email address, phone number, payment info, and physical address.
  • Law & Order. We may disclose your information to third parties if we determine that such disclosure is reasonably necessary to (a) comply with the law; (b) protect any person from death or serious bodily injury; (c) prevent fraud or abuse of NxtGen or our users; or (d) protect NxtGen's property rights.
  • Retention. We'll retain information you store on our Services for as long as we need it to provide you the Services. If you delete your account, we'll also delete this information. But please note: (1) there might be some latency in deleting this information from our servers and back-up storage; and (2) we may retain this information if necessary to comply with our legal obligations, resolve disputes, or enforce our agreements.
  • Changes. If we are involved in a reorganization, merger, acquisition or sale of our assets, your information may be transferred as part of that deal. We may revise this Privacy Policy from time to time, and will post the most current version on our website.
  • Except as expressly set forth herein, this Agreement does not grant (i) NxtGen, any Intellectual Property Rights in Customer Data or (ii) Customer, any Intellectual Property Rights in the Services or NxtGen trademarks and brand features. "Intellectual Property Rights" means current and future worldwide rights under patent, copyright, trade secret, trademark, moral rights, and other similar rights.
  • Customer grants NxtGen only the limited rights that are reasonably necessary for NxtGen to offer the Services This permission also extends to trusted third parties with whom NxtGen works with to offer the Services (e.g., payment provider used to process payment of fees).
  • The trademarks, service marks or registered trademarks of NxtGen, may not be copied, imitated, or used, in whole or in part, without NxtGen's prior written permission or that of our NxtGen’ suppliers or licensors.
  • • NxtGen may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter that is part of the Services. Unless we have granted you licenses to our intellectual property in these Terms, our providing you with the Services does not give you any license to our intellectual property. Any rights not expressly granted herein are reserved.
  • The provisions relating to (i) Confidentiality, (ii) Representation & Warranties, (iii) Indemnity, (iv) Limitation of Liabilities, (v) Termination, (vi) Governing Law and Jurisdictions and (v) Dispute Resolution shall survive the termination of this AGREEMENT.
  • The construction, validity and performance of this AGREEMENT are governed by laws in India The parties irrevocably agrees that the courts or quasi-judicial forums in the city of Bengaluru, Karnatak shall alone have jurisdiction to entertain any application or other proceeding in respect of anything dispute arising under or in connection with this Services as governed by this Terms and conditions.
  • Neither Party shall assign any of its rights under this Agreement to any person or entity without the prior written consent of the other Party. Further, no assignment of rights or delegation of duties under this Agreement shall be considered as effective and valid unless the other Party specifically provides its written consent.
  • The Parties herein agree that a Change in Control in the Company, shall not in any way impact or influence the provision of the Services by the Company herein and the surviving entity shall continue to provide the Services in keeping with the terms and conditions herein and any Statement of work issued there under. For the purpose of this Clause a “Change in Control” shall mean (i) an acquisition, merger, consolidation, or sale of substantially all of the assets of the Company; (ii) a change in ownership of the Company through a transaction or series of transactions, such that any person or entity is or becomes, directly or indirectly, of securities of the Company representing fifty percent (50%) or more of securities of the combined voting power of the Company’s then outstanding securities. Change in Control of the Customer shall not be effective unless expressly approved by the Company.
  • In performing the obligations herein, the Parties are independent contractor and its personnel and other representatives shall not act as, nor be agents or employees of other Party. The personnel engaged in performance of the Services in terms of the Agreement shall and shall continue to be the employees of the Company. As an independent contractor, the Company will be solely responsible for determining the means and methods for performance herein, ensuring at all times compliance with the specifications as captured in the Statement of Work and other addenda. The Company shall have complete charge and responsibility for personnel employed by the Company and for all the matters related to such personnel including but not limited to their compensation, claims, benefits, statutory dues etc.
  • The Company has the right to refer to the Customer as its client in its presentations website and any other marketing collateral with the prior approval of the Customer.
  • If any paragraph, sub-paragraph, or provision of this Agreement, or the application of such paragraph, sub-paragraph, or provision, is held invalid or excessively broad by a court of competent jurisdiction, the remainder of this Agreement, and the application of such paragraph, sub-paragraph, or provision to Persons, or circumstances other than those with respect to which it is held invalid shall not be affected.
  • Any delay or failure in the performance by either Party hereunder shall be excused if and to the extent caused by the occurrence of a Force Majeure. For purposes of this Agreement, Force Majeure shall mean a cause or event that is not reasonably foreseeable or otherwise caused by or under the control of the Party claiming Force Majeure, including acts of God, fires, floods, explosions, riots, wars, hurricane, sabotage terrorism, vandalism. accident, restraint of government, governmental acts, injunctions, labor strikes, that prevent Company from furnishing the materials or equipment, and other like events that are beyond the reasonable anticipation and control of the Party affected thereby, despite such Party's reasonable efforts to prevent, avoid, delay, or mitigate the effect of such acts, events or occurrences, and which events or the effects thereof are not attributable to a Party's failure to perform its obligations under this Agreement.
  • The Parties shall comply with all applicable anti-corruption laws. The Parties represents that no payment or gift of money or anything of value has been or will be offered, authorized, promised, provided or paid, directly or indirectly, to any government official, state-owned enterprise official, public international organization official, political party official (or candidate for such office) or political party for the purpose of influencing official acts and decisions (including failures to act or decide) in obtaining or retaining an improper business advantage. The Parties shall promptly notify the other Party if it receives a request to take any action which may violate its obligations under this Section or any applicable anti-corruption law. Customer agrees that its books and records shall be available for review by NxtGen to confirm the Customer’s compliance with its obligations under this provision.
  • We may revise these Terms from time to time, and will always post the most current version on our website. By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.
  • • These Terms constitute the entire agreement between you and NxtGen with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.
  • Have questions or concerns about NxtGen and, our Services and privacy? Contact us at compliance@nxtgen.com.

Version Updated on : 17-04-2020

NxtGen Infrastructure Service Level Agreement

Service Level Agreement ("SLA") is a policy governing the use of NxtGen's IT Infrastructure Services and IT Continuity Services (listed below). This SLA applies separately to each account using NxtGen's IT Infrastructure Services and IT Continuity Services.

Service Commitment

NxtGen will use commercially reasonable efforts to make the listed Services each available with a Quarterly Uptime Percentage (defined below) of at least 99.5%, in each case during any quarterly cycle (the “Service Commitment”). In the event any of the Services do not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.

Definitions

  • "Quarterly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the quarter in which any of the listed Services, as applicable, was unavailable. Quarterly Uptime Percentage measurements exclude downtime resulting directly or indirectly from any SLA Exclusion (defined below).
  • “Unavailable” means:
    • Compute stack(NG3 or VMware) on which you are running virtual instances or subscription to IT Continuity Services, as applicable, is “Unavailable” to you, with no external connectivity.
    • Storage, when your disks perform zero read write IO with pending IO in the queue.
    • In Colocation when Power, Cooling or Cross-connects are interrupted
  • A “Service Credit” is additional service days, calculated as set forth below, that we may add to your subscription.
Service Commitments and Service Credits

Service Credits are calculated as a extension of additional service days for any of the Included Products and Services (whichever was Unavailable, or all if all were Unavailable) affected for the quarterly cycle in which the service unavailability occurred in accordance with the schedule below

Quarterly Uptime % = Maximum Available Minutes - Downtime / Maximum Available Minute /

Services Availability Service Credit
99.50%-99.00% Service extension for 1 day
99.0%-98.0% Service extension for 2 days
< 98% Service extension for 7 days

We will apply any Service Credits only at the end of the tenure for the Included Products and Services as subcribed in the PO. Service Credits will not entitle you to any monetary compensation from NxtGen Datacenter & Cloud Technologies Pvt Ltd. Service Credits may not be transferred or applied to any other account. Unless otherwise provided in the Agreement, your sole and exclusive remedy for any unavailability, non-performance, or other failure by us to provide the Included Products and Services is the receipt of a Service Credit (if eligible) in accordance with the terms of this SLA.

Service Credit Corroboration Procedures

To apply a Service Credit, we may request you to provide the logs / screenshots in time that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks).

SLA Exclusions

The Service Commitment does not apply to any unavailability, suspension or termination of the Included Products and Services, or any other performance issues affecting the Included Products and Services: (i) that result from a suspension due to non-payment beyond due date after having provided notice for suspension; (ii) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of the Included Products and Services (for example, natural disaster, war, acts of terrorism, riots, government action, or a network or device failure external to our data centers, including at your site or between your site and our data center); (iii) that result from any actions or inactions of you or any third party, including failure to prescribe for recommended services, issues resulting from subscription of inadequate resources /bandwidth or for licenses reserved, but not paid for, at the time of the Incident; (iv) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control); (v) arising from our suspension and termination of your right to use the Included Products and Services in accordance with the Agreement;(vi) That result from your unauthorized action or lack of action when required, or from your employees, agents, contractors, or vendors, or anyone gaining access to our network by means of your passwords or equipment, or otherwise resulting from your failure to follow appropriate security practices;(vii) That result from your failure to adhere to any required configurations, use supported platforms, follow any policies for acceptable use, or your use of the Service in a manner inconsistent with the features and functionality of the Service (for example, attempts to perform operations that are not supported) or inconsistent with our published guidance;(viii) That result from faulty input, instructions, or arguments (for example, requests to access files that do not exist);(ix)That result from your attempts to perform operations that exceed prescribed quotas or that resulted from our throttling of suspected abusive behavior

If availability is impacted by factors other than the above mentioned, then we may issue a Service Credit considering such factors at our sole discretion

Products with SLA Adherence in conjunction with OEM Support

All physical devices & Software licenses procured on Capex will be subject to SLA as per the support subscribed with the OEMs. NxtGen will be responsible to interface between Customer & OEM to ensure adherence & service levels.

Products & Services (On-Premises)

All physical devices, Hypervisor / any software licenses provided by NxtGen On-premise will be subject to the SLA adherence as mentioned above. The Datacenter Infrastructure, Network & uplink Network devices will be responsibility of the customer.

Severity Grading & Escalation Procedure Definition: Definition:

Issues reported are categorized as follows:


Enterprise Cloud Services
Category Issue Observations Response time - Minutes Description of Issues
Server Incident Availability / Unreachable / Down Immediate Server Down
Network Incident Availability / Unreachable / Down Immediate Network down
Server Support Request Performance 30 Frequent disconnects.
Network Support Request Troubleshooting 30 Troubleshooting for Firewall / SSL /Ipsec /LB related / Latency
OS Management Support Request Troubleshooting 30 Server is up, but OS / firewall/ Connectivity related Issue / Restoration of VM
Backup as a Service Support Request Troubleshooting 30 Troubleshooting of Backup/ Restore Job failures
DR as a Service Support Request Troubleshooting 30 Replication issues
Database Management Support Request Troubleshooting 30 Performance or any DB related errors
Anti-Virus Management Support Request Troubleshooting 30 Antivirus not working / Service issues / Creating performance issues
Network Service request Configuration Next Business Day Configuration of Firewall /ACL / IP Address / SSL /Ipsec /LB / Bandwidth
OS Management Service request Configuration Next Business Day User, Group Management / Periodic performance tuning / Capacity performance
OS Management Service request Monitoring / Reporting Next Business Day Setup monitoring / providing reports / Alerting
Backup as a Service Service request Configuration Next Business Day Agent configuration/ backup Server setup / Job confgiuration
Backup as a Service Service request Backup / Restore Next Business Day Backup / Restore job request
DR as a Service Service request Configuration Next Business Day Setup replication / Add, remove servers/ Configuration related
Database Management Service request Configuration Next Business Day Installation / Configuration / User management / Auditing / Monitoring
Anti-Virus Management Service request Configuration Next Business Day Configuration / Updates

#Subject to availing the subscription of the above service category as applicable

Escalation Matrix – please log on to NxtGen Cloud Portal for the latest escalation matrix

Raise a Request Process:

To raise a request for any service change or information request, log on to NxtGen Cloud Portal or Email – support@nxtgen.com

To speak to our Service Desk contact@ 080-68706111 / +91 9686303314

Upon raising the request ticket, service desk responds with acknowledgement and assigns task to relevant Shift Engineer. The engineer will respond on the time that will be required to accomplish the task assigned. For any business impact or urgency for fulfilment of the request you may use the escalation matrix as provided in the cloud portal.

  • This Terms & Conditions shall be applicable from the service commencement date and shall be valid for a period the Customer is availing the Services. However, the services may be terminated by either party in terms of the Termination Clause below.
  • The service and other charges payable by CUSTOMER under the applicable Purchase Order (PO) and/or the Agreement are as per the mutually agreed rates mentioned in our proposal.
  1. PRICING : Pricing shall be subject to T&C in the offer from NxtGen. NxtGen shall reserve the right to revise the prices with a 1 month notice to the customer. The T&C mentioned here is valid for the period the customer is availing the Services ("Term").
  2. PAYMENTS, REFUNDS AND CANCELLATIONS :
  3. Amount: The fees applicable for the Services ("Fees") are available on the Site and/or in NxtGen's then-current and applicable published price list.
  4. Fees. Customer will pay, and authorizes NxtGen to charge using Customer's selected payment method, for all applicable fees. Fees are non-refundable. Customer is responsible for providing complete and accurate billing and contact information to NxtGen. Except as specifically set forth in this section, all Services are prepaid for the period selected (monthly, yearly or otherwise) and are non-refundable. This includes accounts that are renewed.
  5. Changes. We may change the fees in effect but will give you advance notice of these changes via a message to the email address associated with your account. If you don't agree to these changes, you must cancel and stop using the Service. If you fail to cancel in accordance with these Terms, we will automatically renew the Service at the then-current price and for the same subscription period and will charge your credit card on file with us commencing on the first day of the renewal of the subscription period.
  6. Payment Details:
    • All Fees will be billed to the credit card/Debit Card/Net Banking you designate during the payment process. If NxtGen is unable to successfully charge your credit card for fees due, NxtGen reserves the right to revoke or restrict access to your stored Content and the Services, delete your stored Content, or terminate your account. You must be authorised to use the credit card that you enter when you create a billing account. You authorise us to charge you for the Services using your credit card and for any paid feature of the Services that you choose to sign up for or use while these Terms are in force. We may bill: (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) on a recurring basis for subscription Services. Also, we may charge you up to the amount you've approved, and we'll notify you in advance of the difference for recurring subscription Services. We may bill you simultaneously for more than one of your prior billing periods. You must keep all information in your billing account current. If you want to designate a different credit card or payment account or if there is a change in your credit card or payment account status, you can access and modify your billing account information on the Site. You may change your payment method at any time. If you tell us to stop using your payment method and we no longer receive payment from you for the paid Service, we may cancel the Services.
    • All Services shall be paid for in accordance with the applicable purchase order (PO) and the Scope of Work (SOW). The fees are exclusive of all applicable taxes. Subject to with-holding taxes, the payments and fees cannot be with-held for any reason, whatsoever.
    • The commercial terms are computed based on Services captured in the applicable SOW, any further capacity or services required by the Customer shall be billable at an additional cost, which shall be mutually consented by the Parties.
    • The payment shall be made within 21 days from the date the Company raises and invoice. In case of any delayed payment beyond the above mentioned date the Company shall charge interest @ 2% per month (i.e., interest @ 24% per annum) for the period of time when the payment is due till the actual date when the payment is received.
    • NxtGen shall not be liable to honour/ meet the SLA commitments to the Customer, in case the Customer fails to make the payments for a period exceeding 40 days from the due date (i.e., the date of the invoice).
    • NxtGen further, reserves the right to suspend the services immediately without any notice, in case the Customer has fails to make the payments for a period exceeding 60 days from the due date (i.e., the date of the invoice).
    • NxtGen further, reserves the right to terminate the services immediately without any notice, in case the Customer has fails to make the payments for a period exceeding 90 days from the due date (i.e., the date of the invoice).
  7. Refunds: Except as specifically set forth in this section, all Services are prepaid for the period selected (monthly, yearly or otherwise) and are non-refundable.
  8. GOODS & SERVICES TAX (GST):
  9. Except where otherwise stated any amount payable under the applicable Purchase Order (PO) and/or the Agreement is exclusive of GST. For any supply made under the applicable Purchase Order (PO) and/or the Agreement which is subject to GST, Customer agrees to pay the amount for the supply plus the GST payable (“GST Amount”).

    The GST Amount will only be paid after NxtGen has provided the Customer a valid tax invoice (which mentions among other requirements of GST Laws, the GST Number and ‘Place of Supply’). NxtGen will ensure that the invoice details have been reported to the tax authority, by the Vendor/ Contractor as required by law in the due course of time.

    For any adjustment on account of deficiency of service / goods or price revision, appropriate debit notes/ credit notes (disclosing the details as prescribed under the applicable GST law) will be issued for the such adjustment. NxtGen agrees to indemnify the Customer against any loss or damages that the Customer may suffer due to a non-compliance or breach of applicable GST and related laws by NxtGen.

    Further, in case of any non-compliance of applicable law by the Customer and because of which a demand is made on the NxtGen by the tax authorities, the Customer shall be immediately liable to pay the applicable taxes / amounts (including interest, penalty and associated litigation cost) if any upon notification by NxtGen.

    Either party acknowledges and agrees that the other party shall be (without prejudice to its rights under law) free to terminate the applicable/ existing Purchase Order (PO) and/or the Agreement at will, without any liability, if the party breaches the GST and related laws after the Appointed Date (mandated by GST Council) or fails to maintain a good compliance rating under the GST Laws or fails to comply with provisions stated herein above.

  • During the course of the applicable Purchase Order (PO) and/or the Agreement, either Party may request changes to the Purchase Order (PO) and/or the Agreement, its Appendices and the Specifications, by submitting such requests in writing to the other Party. NXTGEN will advise CUSTOMER whether the change can be made and, if so, prepare a change proposal describing the effect the change will have on the Price, Delivery and other terms and conditions applicable to the Purchase Order (PO) and/or the Agreement. CUSTOMER shall notify NXTGEN in writing, its acceptance within thirty (30) days of receipt of the change request. Pending written agreement to implement the changes, the parties will proceed in accordance with the latest agreed terms and conditions of the Purchase Order and/or the Agreement.
  1. NXTGEN on its own or through sub – contractors shall provide on-site remedial maintenance on physical infrastructure provided by it. Such remedial maintenance shall include both labour and material.
  2. NXTGEN shall provide 99.982% uptime on reasonable endeavours basis on facilities like power, precision AC and server used by CUSTOMER.
  3. EXCLUSIONS: Notwithstanding anything else to the contrary herein, NXTGEN is not responsible or liable for any result due to (“EXCLUSIONS”): (i) The telecommunication connectivity is offered on a back to back agreement with major telecommunication providers. In case of a degradation of service NxtGen shall not be held responsible for the same. (ii) regular or periodic disruption of Services due to scheduled maintenance of the equipment in the Data Center; (iii) CUSTOMER’s failure to regularly backup the Equipment and to maintain full and up to date backups of the Equipment at all times hereunder; or (iv) any failure by CUSTOMER to provide to NXTGEN with electronic access and permissions to CUSTOMER’s systems as necessary for NXTGEN to provide the Services.
  4. NXTGEN reserves the right to change bandwidth providers and IP addresses at any time with the prior confirmation from the CUSTOMER.
  5. ROFR: During the term of the applicable Purchase Order (PO) and/or the Agreement, NxtGen shall reserve space, power to accommodate the agreed number of racks for CUSTOMER as per the Scope of Work mutually agreed between both the parties and before NxtGen may sell this space to a third party, it shall first offer the space to CUSTOMER on the same terms and conditions as are offered/ agreed to in the Agreement and/ or the applicable Purchase Order and this Terms & Conditions. CUSTOMER shall have thirty (30) days during which to accept said offer. If CUSTOMER does not accept said offer within said period, NxtGen shall be free to accept the third-party offer. If no adjacent space is available, NxtGen will provide space within the server hall and provide interconnect between these spaces. All the expenses for CUSTOMER devcie interconnect will be taken care by CUSTOMER. CUSTOMER will pay only for utilized racks; no payment will be made for rack.
  1. CUSTOMER shall be responsible for providing to NXTGEN in an accurate and timely manner all information or other materials as necessary for NXTGEN to perform the Services. CUSTOMER shall (i) provide NXTGEN with access to any hardware, networks, files and documentation as necessary for NXTGEN to perform the Services; (ii) provide one CUSTOMER designated point of contact for NXTGEN to use for all questions and issues relating to each Schedule; and (iii) provide sufficient personnel qualified to perform CUSTOMER’s obligations as may be set forth in a Schedule. CUSTOMER shall also be responsible to perform any additional obligations as may be set forth in the applicable Schedule.
  2. CUSTOMER is ONLY allocated the amount of power for colocation/hosting noted in the Schedule. CUSTOMER shall be responsible for providing an accurate measurement of all power consumption requirements for its equipment, as well as ensuring that power usage shall be less than 90% of the power amount allocated to CUSTOMER in the schedule.
  3. Utility power is charged as per electricity tariff specified by the Electricity Board and shall be levied as per the prevailing rates.
  4. CUSTOMER shall always keep a current usable backup of the data stored in the system or its peripherals. CUSTOMER acknowledges that this procedure is standard practice in the IT industry and failure to adhere to it could place CUSTOMER’s data in extreme and unnecessary jeopardy. CUSTOMER further acknowledges that NXTGEN’S willingness to provide services pursuant to the applicable Purchase Order (PO) and/or the Agreement is expressly conditioned on CUSTOMER’s agreement to maintain such full and up-to-date backups of all of its data and information. CUSTOMER understands that NXTGEN is not responsible for CUSTOMER data or for making any backups of such data.
  5. CUSTOMER understands that NXTGEN does not carry insurance for any of the CUSTOMER equipment or any data that may be stored or processed thereon. CUSTOMER shall ensure that they are covered by policies of insurance to adequately compensate it for any losses due to any Excluded Conditions. Under no circumstances will NXTGEN be obligated to provide insurance coverage for any equipment or data owned by the CUSTOMER and hosted in the premises.
  6. CUSTOMER shall take all necessary precautions to ensure that the system is virus free at all times.
  7. In case of any Re-siting, CUSTOMER has to bear all the associated risk and expenses. NXTGEN shall not bear any associated risk with Re-siting.
  8. CUSTOMER shall comply with the obligation to keep the scripts and software solutions running on the servers updated at all times and to close security gaps where possible and manage all the software components residing in the server.
  9. CUSTOMER shall not allow any third party (vendor support engineers) to work on the systems unless accompanied by the authorized CUSTOMER representative or based on a prior written approval from CUSTOMER. CUSTOMER shall notify to NXTGEN before execution of the applicable Purchase Order (PO) and/or the Agreement the particulars of its authorized representatives.
  10. CUSTOMER shall not send or enable / empower any other person to send/transmit or transit unsolicited messages and shall not send messages in a language that is prohibited, defamatory, vulgar, vituperative, or otherwise, via the facilities provided by NXTGEN;
  11. CUSTOMER shall not publish or transmit or enable / empower others to publish or cause to be published or transmitted or transited in electronic form or otherwise, any material which is lascivious or appeals to the prurient interest or causing or resulting in depravation and corruption of persons, to read, see or hear the matter contained or embodied in it.
  12. That the Service must not be used:
    • For any purpose other than as agreed through the applicable Purchase Order (PO) and/or the Agreement
    • That does not comply with the terms of any legislation or any license applicable to the CUSTOMER or NXTGEN, or is in any way unlawful; or
    • That is against the public interest, against the prevailing laws of the country, public order or national harmony, offends decency.
  1. CUSTOMER represents and warrants that it is entitled to execute and implement the Agreement and/or the applicable Purchase Order and the Terms & Conditions governing it, in accordance with its terms and all the requisite regulatory and corporate approvals, as applicable have been obtained by it prior to the execution and implementation. Further, CUSTOMER represents and warrants that all software, information, materials, data and other assistance provided by it will not infringe the intellectual property rights of any third parties and agrees to hold NXTGEN fully indemnified and harmless and at all times against any loss, damages, costs and expenses including Attorney’s Fees, which may be incurred as a result of any action or claim that may be made or initiated against it by any third parties alleging infringement of their intellectual property.
  2. CUSTOMER Warranty. The execution, delivery, and performance of the Agreement and/or the applicable Purchase Order and the Terms & Conditions governing it, has been duly authorized by all necessary action on behalf of CUSTOMER and do not conflict with or result in any breach of any of the terms of or constitute a default under any document, instrument, or agreement to which CUSTOMER is a party. The person executing the applicable Purchase Order (PO) and/or the Agreement on behalf of CUSTOMER has full power and authority to do so. The Agreement and/or the applicable Purchase Order (PO) and the Terms & Conditions governing it has been duly executed and delivered by CUSTOMER, and constitutes, the legal, valid and binding obligations of CUSTOMER, enforceable against CUSTOMER in accordance with its respective terms, except as enforceability may be limited or affected by applicable bankruptcy, insolvency, moratorium, reorganization or other laws of general application relating to or affecting creditors’ rights generally.
  3. Services Warranty. NXTGEN represents and warrants to CUSTOMER that the Services will be performed in a workmanlike manner and consistent with industry practice and as per mutually agreed SLA.
  4. Equipment Warranty. CUSTOMER represents and warrants to NXTGEN that CUSTOMER is the sole owner of all Equipment and that no agreement or restriction exists which would create any limitation on NXTGEN’s ability to perform the Services hereunder.
  5. Disclaimer: EXCEPT FOR THE WARRANTY SET FORTH IN UNDER SECTION (c) – SERVICE WARRANTY ABOVE, NXTGEN EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES REGARDING THE SERVICES PROVIDED BY NXTGEN TO CUSTOMER, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, OR BASED ON COURSE OF CONDUCT OR TRADE CUSTOM OR USAGE.

NXTGEN shall not in any event be either directly or indirectly liable or responsible for:

  1. any loss or damage caused by CUSTOMER’s failure to perform its responsibilities
  2. any indirect, consequential or remote loss or damage or loss of income or profits or anticipated savings or other consequential damages or incidental damages
  3. Third party claims against CUSTOMER for losses or damages
  4. loss of, or damage or deterioration to, CUSTOMER ’s records or data
  5. loss of funds contained in, or controlled by, any equipment loss of funds contained in, or controlled by, any equipment NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, EXCEPT FOR CUSTOMER’S INDEMNIFICATION OBLIGATIONS UNDER THIS TERMS & CONDITIONS, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, WHETHER FORESEEABLE OR NOT, THAT ARE IN ANY WAY RELATED TO THE APPLICABLE PURCHASE ORDER (PO) AND/ OR THE AGREEMENT, THE BREACH THEREOF, THE USE OR INABILITY TO USE THE SERVICES, THE RESULTS GENERATED FROM THE USE OF THE SERVICES, ANY TRANSACTIONS RESULTING FROM THE APPLICABLE PURCHASE ORDER (PO) AND/ OR THE AGREEMENT, LOSS OF GOODWILL OR PROFITS, LOST BUSINESS HOWEVER CHARACTERIZED AND/OR FROM ANY OTHER CAUSE WHATSOEVER. IN ADDITION, NXTGEN’S ENTIRE LIABILITY TO CUSTOMER WHETHER IN TORT, CONTRACT OR OTHERWISE SHALL NOT EXCEED THE ANNUAL RECURRING AMOUNT PAID BY CUSTOMER OR THE FEES PAID BY THE CUSTOMER IN THE LAST 6(SIX) MONTHS WHICEVER IS LESSS TO NXTGEN UNDER THE APPLICABLE SCHEDULE FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM.
  • EACH PARTY will indemnify and hold the other and its officers, directors and employees harmless from and against any and all liabilities, damages, awards, settlements, losses claims, and expenses, including reasonable attorneys fees arising out of any claim by a third party relating to or arising out of any infringement of third party intellectual property rights, any misrepresentation or breach of representation or breach of conditions contained herein, as well as because of any gross negligence or willful misconduct of the defaulting party.
  • Notwithstanding anything else contained in the Agreement and/or the applicable Purchase Order (PO) and this Terms & Conditions, the Parties hereto agree that failure to perform certain obligations undertaken in connection with the Agreement and/or the applicable Purchase Order (PO) would cause irreparable damage, and that monetary damages would not provide an adequate remedy in such event. The parties further agree that failure to complete performance of the Services called for in the applicable Purchase Order (PO), or on any project released under the Agreement and/or the applicable Purchase Order (PO), or failure to deliver or effect delivery of Services as contracted, or failure to make payments on receipt of invoices, or to deliver confirmed supply or pricing, or compliance with applicable law are such obligations. Accordingly, it is agreed that, in addition to any other remedy to which the non-breaching party may be entitled, at law or in equity, the non-breaching party shall be entitled to injunctive relief to prevent breaches of the provisions of the Agreement and/or the applicable Purchase Order (PO) and this Terms & Conditions, and an order of specific performance to compel performance of such obligations in any action instituted in any court in India having subject matter jurisdiction.

NXTGEN and CUSTOMER shall keep in confidence any information obtained under the Agreement and/or the applicable Purchase Order (PO) and which is specified as confidential by the disclosing party and shall not divulge the same to any person (other than their employees/ advisors and agents on a strictly need to know basis.) without the consent of the other party.

However confidential information shall not mean and include the following:

  1. is now or subsequently becomes legally and publicly available without breach of this Agreement, by the Receiving Party;
  2. was rightfully in the possession of the Receiving Party without any obligation of confidentiality prior to receiving it from the Disclosing Party;
  3. was rightfully obtained by the Receiving Party from a source other than the Disclosing Party, which was in rightful and lawful possession of the said source, without any obligation of confidentiality;
  4. was developed by or for the Receiving Party independently and without reference to any Confidential Information and such independent development is backed by documentary evidence; or
  5. is disclosed pursuant to an order/directive of a court or governmental agency as so required by such order/ directive, provided that the Receiving Party shall first notify the Disclosing Party of such order/ directive and afford the Disclosing Party the opportunity to seek a protective order relating to such disclosure.
  1. Ownership of the colocated/HOSTED server installed in terms of the Agreement and/or the applicable Purchase Order (PO) and this Terms & Conditions, shall always be with CUSTOMER. This is not applicable in case of Dedicated hosting services or any other services where NXTGEN provides the equipment.
  2. Ownership of the Dedicated Hosted servers in terms of the Agreement and/or the applicable Purchase Order (PO) and this Terms & Conditions shall always be with NXTGEN till the end of leased period.
  3. NXTGEN hereby confirms that the ownership of all the Computer software installed by CUSTOMER in the DC, which are necessary to provide the services facilities will be with CUSTOMER. CUSTOMER undertakes to maintain copies of documents of ownership and licences on site and onus of providing the ownership title and licensed usage of the software lies with CUSTOMER.
  4. Nothing contained in the Agreement and/or the applicable Purchase Order (PO) and this Terms & Conditions shall be deemed to grant any ownership in or licence to, any patents or trade secrets or either party under this Agreement.
  • It is recommended that CUSTOMER covers all the equipments and machines and accessories installed by CUSTOMER at DC against any natural calamities, acts of God or manmade disasters to the extent of 100% of the estimated market value or book value, whichever is higher by paying the insurance premium based on the value of such equipment, machines and accessories declared. NXTGEN undertakes to co operate in informing the insurance company in matters regarding settlement of the claims, if any. CUSTOMER shall provide all necessary documents and authorisations for this purpose.
  • NXTGEN reserves the right to modify any service or the provision of any service, if the same is required by any governing law or regulation. However NXTGEN shall notify CUSTOMER of the same as soon as it is possible of such modification. Services and deliverables covered under the Agreement and/or the applicable Purchase Order (PO) are subject to regulations of Government of India and subject to the jurisdiction of Bangalore High Court.
  • This service Terms & Conditions, applicable Purchase Order/s (PO) and/or Agreement along with its Annexures mentioned herein constitutes the entire Agreement/understanding between the Parties hereto and supersedes any or all previous agreements, representations, proposals, acceptances, meetings, discussions, negotiations, and any other understandings either written or oral relating to the subject matter of the applicable Purchase Order (PO). In the event of any provision of this Agreement becoming invalid, illegal or unenforceable due to the operation or introduction or modification or amendment of any law in force or introduced, such provision deemed invalid, illegal, or unenforceable shall be deemed to be severed from the other provisions of the Agreement, and such invalidity, illegality or unenforceability shall not affect the remaining provisions of the Agreement, and these remaining provisions shall be valid and subsisting.

    NXTGEN reserves the right to suspend or restrict CUSTOMER or any Authorized User’s access to the Services if (i) a CUSTOMER or any Authorized User breaches this Terms & Conditions, including by violating its obligations under this Terms & Conditions, (ii) CUSTOMER or any Authorized User fails to cooperate with any reasonable investigation by NXTGEN of a suspected breach of this Terms and Conditions, (iii) NXTGEN reasonably determines that suspension is necessary to prevent or mitigate damage to NXTGEN’s systems or networks caused by a denial of service attack or other event, (iv) CUSTOMER fails to pay any Fees when due; (v) there is an unusual spike or increase in CUSTOMER’s use of the Services that impacts NXTGEN’s ability to deliver the Services; or (vi) as the result of any EXCUSTING EVENT (collectively, “Service Suspensions”). Services may be unavailable during a Service Suspension, and all Fees payable under the applicable Order will continue to accrue, provided the reason for suspnsion is attributable to CUSTOMER. NXTGEN will provide notice of any Service Suspension to CUSTOMER and to provide updates regarding resumption of Services following any Service Suspension. NXTGEN will have no liability for any damages, liabilities, or losses resulting from any Service Suspension, if the suspension arises owing to the reasons attrubutable to CUSTOMER or an EXCUSING event.

    EXCUSING EVENT means (i) an act or omission of a Customer, Authorized User or third party, including failure to supply accurate, complete, and timely information when requested; (ii) a Force Majeure Event (as described in this Terms and Conditions ); (iii) failure of a Data Center Facility to meet any requirements provided by NXTGEN, or Service Provider’s failure to provide power, telecommunications or other required services at a Data Center Facility; (iv) routine or emergency maintenance of the Services (as described in Section c of NXTGEN OBLIGATION under this Terms and Conditions ); (v) defects in Third Party Software or NXTGEN’s loss of license rights or restrictions imposed by third party licensors with respect to Third Party Software; (vi) unavailability of necessary technology or other resources on commercially reasonable terms; (vii) any operating system, database, application or other code or materials not provided by NXTGEN, including configuration issues in connection with the foregoing; (viii) any act or omission of a third party or that is not caused by NXTGEN (for example, hacking, denial of service attacks and the introduction of viruses), provided that NXTGEN uses reasonable efforts to maintain current versions of Software patches; (ix) compliance with any applicable law or requests of governmental entities; (x) any scheduled maintenance carried out in accordance with Section c of NXTGEN OBLIGATION under this Terms and Conditions; or (xi) any destruction, damage, loss or theft of or to any NXTGEN Equipment or other NXTGEN equipment or materials; in each case that adversely affects NXTGEN’s ability to provide the Services.

  1. Term: The Terms & conditions shall be applicable from the service commencement date and shall be valid for a period the Customer is availing the Services. However, the services may be terminated by either party in terms of this Section. Any notice of termination of the applicable Purchase Order (PO) by either party to the other must include a Termination Date that complies with the notice period in Section B below.
  2. Termination:
    1. Termination for Convenience: Either Party may terminate the applicable Purchase Order (PO) and/or the Agreement for any reason by providing the other Party at least 30 days’ advance notice.
    2. Termination for Cause:
      • By Either Party: Either Party may terminate the applicable Purchase Order (PO) and/or the Agreement immediately for cause if the other party is in material breach of this Terms & Conditions and the material breach remains uncured for a period of 30 days from the receipt of notice by the other Party.
      • By NxtGen: We may also terminate any applicable Purchase Order (PO) and/or the Agreement immediately upon notice to you (A) for cause if we have the right to suspend under this Terms & Conditions, (B) in order to comply with the law or the requests of governmental entities.
  3. Termination of the Agreement and/or the applicable Purchase Order (PO)/ this Terms & Conditions by either Party for any reason shall not affect the rights and obligations of the Parties accrued prior to the effective date of termination of the Agreement and/or the applicable Purchase Order (PO)/ this Terms & Conditions.
  4. CUSTOMER shall, upon expiration or earlier termination of the Agreement and/or the applicable Purchase Order (PO)/ this Terms & Conditions peacefully remove its employees, executives, officers and each one of them who may be deployed for using the said services and all its/ their movable articles, belongings, things and effects from the DC and in default thereof, CUSTOMER having ceased to have any right whatsoever to continue to have access and the use of the said services, NXTGEN shall be entitled to prevent CUSTOMER from having the access and the use of the said services and this will be without prejudice to the other rights available in law to NXTGEN.
  1. All disputes and differences whatsoever arising out of or in connection with this Terms & Conditions/ the applicable Purchase Order (PO) and/ or the Agreement which cannot be resolved by the Parties by mutual discussions, will be referred to arbitration by a written notice nominating one arbitrator.
  2. In the event the Party receiving the notice is unwilling to have the matter resolved by the Sole Arbitrator nominated by the party giving the notice, the said Party will nominate another arbitrator within 60 days from the date of receipt of the notice by them and in such an event, the two arbitrators so nominated will appoint a third arbitrator who shall act as Chairperson of the Arbitration Tribunal thus constituted.
  3. The Tribunal will conduct the arbitration proceedings according to the provisions of the Arbitration and Conciliation Act, 1996 or any enactment in replacement thereof.
  4. This Terms & Conditions/ the applicable Purchase Order (PO) and/ or the Agreement shall be subject to the Laws of India and the place of Arbitration shall be Bangalore.
  5. The proceedings shall be conducted in English language.
  • Any notice, request or communication to be given or made to any party hereunder shall be in writing. Subject to anything contrary hereto contained elsewhere in this Terms & Conditions, the notice, request or other communication may be delivered by hand, airmail, facsimile, established courier service, telex or E-mail to the party's address specified below or at such other address as such party notifies to the other party from time-to-time and will be effective upon receipt or, in the case of delivery by hand or by established courier service, upon refusal to accept delivery. Any notice sent by one party to the other by E-mail or facsimile shall be then confirmed by postage, prepaid registered airmail or by internationally recognized courier services, on the addresses and contact numbers in provide by the parties.
  1. Neither party shall be liable for any defaults or delay in the performance of its obligations if and to the extent such default is caused directly or indirectly, by fire, floods, act of God, epidemic/pandemic, act of public enemy, civil commotion, sabotage, wars, insurrections, riots, labour disturbances, go-slow, damage to machinery on account of accident or passing of any statutory order by the authority/ies, prohibiting performances of the obligations by either party whatever the causes are, which would violate by performances of the Agreement and/or the applicable Purchase Order (PO).
  2. In such event, the non performing Party will be excused from any further performances or observance of its obligations so long as such circumstances subsists and such party shall take reasonable efforts to recommence performances or observance will immediately notify the other by telephone (to be confirmed in writing within five days of inception of such delay) and /or FAX.
  3. Continuation of the Contract shall be reviewed together if the Force Majeure extends beyond 90 days.
  1. Change in Control: The Parties herein agree that a Change in Control in the Company, shall not in any way impact or influence the provision of the Services by the Company herein and the surviving entity shall continue to provide the Services in keeping with the terms and conditions herein and any Statement of work issued there under. For the purpose of this Clause a “Change in Control” shall mean (i) an acquisition, merger, consolidation, or sale of substantially all of the assets of the Company; (ii) a change in ownership of the Company through a transaction or series of transactions, such that any person or entity is or becomes, directly or indirectly, of securities of the Company representing fifty percent (50%) or more of securities of the combined voting power of the Company’s then outstanding securities. Change in Control of the Customer shall not be effective unless expressly approved by the Company.
  2. Assignment: Neither Party shall assign any of its rights under the Agreement and/or the applicable Purchase Order (PO) to any person or entity without the prior written consent of the other Party. Further, no assignment of rights or delegation of duties under the Agreement and/or the applicable Purchase Order (PO) shall be considered as effective and valid unless the other Party specifically provides its written consent.
  3. Independent Contractor: In performing the obligations herein, the Parties are independent contractor and its personnel and other representatives shall not act as, nor be agents or employees of other Party. The personnel engaged in performance of the Services in terms of the Agreement and/or the applicable Purchase Order (PO) and this Terms & Conditions shall and shall continue to be the employees of the Company. As an independent contractor, the Company will be solely responsible for determining the means and methods for performance herein, ensuring at all times compliance with the specifications as captured in the Statement of Work and other addenda. The Company shall have complete charge and responsibility for personnel employed by the Company and for all the matters related to such personnel including but not limited to their compensation, claims, benefits, statutory dues etc.
  4. Publicity: The Company has the right to refer to the Customer as its client in its presentations website and any other marketing collateral with the prior approval of the Customer.
  5. Anti-Corruption Compliance. The Parties shall comply with all applicable anti-corruption laws. The Parties represents that no payment or gift of money or anything of value has been or will be offered, authorized, promised, provided or paid, directly or indirectly, to any government official, state-owned enterprise official, public international organization official, political party official (or candidate for such office) or political party for the purpose of influencing official acts and decisions (including failures to act or decide) in obtaining or retaining an improper business advantage. The Parties shall promptly notify the other Party if it receives a request to take any action which may violate its obligations under this Section or any applicable anti-corruption law. Customer agrees that its books and records shall be available for review by NxtGen to confirm the Customer’s compliance with its obligations under this provision.
  6. The rights and obligations of the parties under "Sections on Warranties, Limitation of Liabilities, Indemnity, Confidential Information, Arbitration and General" under this Terms & Conditions will survive and continue after completion or termination of the applicable Purchase Order and/or the Agreement.
  7. The terms of the applicable Purchase Order (PO) and/or the Agreement may only be amended or modified by a written document signed by both parties' authorized signatories.
  8. The Clause headings/ titles in this Terms & Conditions are provided for reference only and are not intended to be a part of or to affect the meaning or interpretation of this Terms & Conditions.

NXTGEN will provide Datacenter space for co-location/hosting services. The co-located Rack/Server will be connected to the Internet/VPN cloud of a telecom service provider. NxtGen server time is IST (Indian Standard Time), Colo / Hosted premises is owned by / on long lease by NxtGen and it is sufficient to cover the term under this agreement. In case of change in lease terms between NxtGen & its lessor, NxtGen shall take the sufficient preemptive measures to ensure the interest of the customer are protected. NXTGEN shall offer uptime measured on Quarterly basis on the following facilities:

Power Availability:

NXTGEN will ensure power is available to the CUSTOMER’s servers and other equipments for the uptime as agreed above.

Precision Air-conditioning:

NXTGEN will ensure that the Precision Air-conditioning is available for the uptime as agreed above.

UPTIME FREQUENCY AND REPORTS:

The uptime will be calculated on a quarterly basis and the uptime availability reports, generated manually, for the above parameters will be made available to the CUSTOMER on a quarterly basis. The availability report for a particular quarter will be made available to the CUSTOMER by 10th day of the following quarter.

UPTIME CALCULATION:

The following formula will be used for determining uptime:

  1. Power Availability:
  2. % Uptime = ((Power Availability Uptime in measured in Minutes/ Quarter) / (Total Minutes/Quarter)) x 100 Where Power Availability Uptime= Number of Minutes of Power made available to the CUSTOMER’s servers/ equipments colocated at NXTGEN’s DC through utility power/ DG set/ UPS/ any other acceptable alternative

  3. Precision Air-conditioning:
  4. % Uptime = ((Precision AC Availability Uptime in measured in Minutes/Quarter) / (Total Minutes/Quarter)) x 100 Where Precision Air-conditioning Availability Uptime= Number of Minutes of Precision AC made available to the CUSTOMER’s servers/ equipments colocated at NXTGEN’s DC through utility power/ DG set/ UPS/ any other acceptable alternative.

Facilities

NXTGEN will offer the following infrastructure facilities such as Power, Precision Air Conditioning (AC), Uninterrupted Power Supply (UPS) & Diesel Generator (DG) set support, Fire and Access Control.

SERVICE LEVEL AGREEMENT

1.1 Terminology

Tier Rating of Site The tier rating of a Data Centre site is determined by the levels of the engineering support services. The rating levels are as per the Tier Ratings defined by TIA standards. NxtGen Data Centre complies to tier 3 data centre standards
Hardware planning Hardware planning is the planning of the location of IT equipment on the raised floor area, its method of being serviced by the infrastructure and its loading on the infrastructure of the Data Centre.
Hardware installation Hardware installation involves the works required to install and commission IT equipment in the raised floor area of the Data Centre.
Equipment layout Equipment layout is the position of IT equipment on the raised floor of the Data Centre
Redundant capacity Minimum N+1 redundancy
Security testing Security testing is periodic or random testing required ensuring compliance with VMWARE security procedures and processes.
Cabling installation Cabling installation is all cabling associated with the installation of IT equipment in the raised floor area of the Data Centre. It includes all cables and cable support systems below power distribution boards, patch panels, other devices and the IT equipment.
Managed racking service Managed racking service is a VMWARE designed system of racks pre-wired with power and data cabling to facilitate installation of Client IT servers.
Change management Change management is VMWARE’s process of notification and obtaining management approval to undertake planned changes to systems within the raised floor area of the Data Centre or to the infrastructure that supports the IT equipment within that raised floor area will be communicated.
Problem management Problem management is VMWARE’s process of notification and obtaining management approval to undertake urgent corrective action to systems within the raised floor area of the Data Centre or to the infrastructure that supports the IT equipment within that raised floor area.
Data Centre The Data Centre is the dedicated Equipment Space allocated to the Customer for the installation of Customer equipment to enable the Customer to provide data services to its customers.

2.1 Basic Data Centre Services

The Supplier will provide a Space in a shared Rack/ Partial Rack / Full Rack / Multiple Racks / technical floor to the client as per the Order

2.2 Local Cabling

Inter Rack, Intra Rack cabling shall be customer’s responsibility. See Section 6.0 for customer’s responsibilities.

2.3 HVAC (Heating, Ventilation, Air Conditioning)

The Supplier shall meet the following environmental parameters;

  • Operating Humidity: 45% to 55% RH
  • Optimum Temperature: As Per ASHRAE standards (22+/- 2 degree Celsius)
  • Lighting: Emergency lighting is provided to the entire Data Center area and it is connected to separate dedicated UPS system.

The Supplier’s obligations are subject to the Customer complying with the required installation standards.

2.4 Water Leak Detection

To prevent damage due to water, a water leak detection system has to be installed by the Supplier in the server hall. The water leak detection system is linked to a building management system that is monitored 24 hours a day, 7 days per week.

2.5 Smoke Detection

A Very Early Smoke Detection System to be installed by the Supplier providing coverage above and below the raised floor and floor voids.

2.6 Fire Protection and Detection

The Supplier to provide analogue/addressable fire detection system and provision of fire suppression system in technical areas. Addressable fire alarm system is divided in two layers (Under false floor, and above) and integrated with FM200 or equivalent fire suppression system. In addition, VESDA will be provided to detect the fire particle efficiently.

2.7 Physical Access Control

The Supplier authorizes physical access to its Site and the Equipment Space in accordance with the Standard operating procedure. For the avoidance of doubt, those access procedures must comply with the following Customer requirements:

  • Persons who have had their authorization revoked, either by request or implicitly through termination of employment, must be removed from the access list on a timely basis
  • The Cage area must be locked, even when attended
  • Access to the server hall area must be controlled by electronically controlled access systems
  • Manual call points with audio alarm and flash lights are provided for emergency evacuation purpose
  • Alarms must operate on emergency power
  • In case of smoke/fire detection, audio alarm will be generated along with the flash lights. In addition, announcement system is available at the BMS room for evacuation instructions if needed during disaster

Both parties shall mutually agree on the access policy and shall abide by the same in the data center facility.

2.8 Video Surveillance

Within the Data Centre, access to the various areas are to be monitored and recorded by means of a video surveillance system supplied and operated by the Supplier as part of the Services. The recording is event triggered and digitally stored for a period of 30 days.

1. 0 Other Supplier Responsibilities

3.1 Supplier's Use of Subcontractors

Supplier may subcontract Services to be performed hereunder. Notwithstanding this subsection, Supplier's use of subcontractors will not relieve Supplier of the responsibility for the subcontractor's performance, and Supplier's obligations and responsibilities assumed under this SOW and Agreement will be made equally applicable to subcontractors. The Customer, acting reasonably, reserves the right to request Supplier to not engage or to remove a particular subcontractor.

3.2 Other Responsibilities/Clarification of Scope

In addition to the Supplier requirements and specifications detailed in this SOW, the Supplier’s obligations are further specified and clarified in the supplier’s proposal document. To the extent of any discrepancy between this SOW and the proposal document this SOW shall have precedence.

2. 0 Performance Measurements

The Supplier agrees to provide the following reports to the Customer on the cycles as indicated to assist in performance measurement activities:

CCTV Logs As and When requested
Escalation Lists Quarterly/when revised
Security Access Log Quarterly
Security Access Listing Quarterly
Power Consumption Report Monthly and historical trend

Please note that all information provided would be limited to / pertaining to the customer Collocation Area and building infrastructure serving the customer collocation area only

Definition of Severity Levels:

Severity 1 – Data Centre has actually suffered a Critical System outage e.g. Electrical outage caused by UPS or Distribution system on both sources.

IT systems would be down and customers would have experienced an outage due to the infrastructure failure.

Severity 2 - Any of the engineering services support systems have lost redundancy, or Building Management system is down.

The Customer has not experienced an outage but critical facilities equipment is now not in a BAU operation and there is a possibility of customer impact whilst the site is in this mode, the risk and probability may be low but the impact is high. For e.g. loss of redundancy may result in loss of cooling if further failure occurs. Redundant systems are down and loss of any further capacity will/may cause impact to the IT systems.

Severity 3 – Site has taken a short External Power hit and UPS covered it, an individual piece of facilities equipment is down, but is not in a critical path and can be attended to in next 24 hours. No customer impact and no likelihood.

Service Level Measurements

The Supplier shall measure each Service Level on a monthly basis and shall report to the Customer within 5 working days of the beginning of each calendar month. The Customer has the right to audit the Supplier to ensure compliance with this agreement and compliance with Service Levels.

The Supplier undertakes to respond in accordance with the Service Level targets specified in the table below:

Severity Levels Initial Response Service Restoration Problem Resolution Plan Delivered
1. Severity 1 15 mins 4 hours 5 Business Days
2. Severity 2 30 mins 24 hours 10 Business Days
3. Severity 3 4 Business Hours 48 hours 40 Business Days

Notes:

  • Initial Response means contacting the Customer through email/sms/telephonically and providing confirmation of acceptance of the issue
  • Service Restoration means re-establishing supply of service to the Customer, whether by “work-around” or by return to designed operation
  • Problem Resolution means implementation of a final solution that returns the site to its designed operation
  • Business Day means Monday to Friday excluding public holidays in India
  • Business Hour means the hours between 9 am and 6pm on a Business Day

3. 0 Service Level Guarantee

  1. Power Supply Availability. Supplier shall guarantee the 100% availability of the electrical power supply (“Power Supply Availability”) in the Co-location Space if the customer equipment uses both the primary and secondary power feeds as set out below.
    1. Power System:The Power Supply Availability shall be determined by flow of electricity on both the duty and standby sub-feed breakers supplied to Customer by Supplier serving the Collocation Space. The Customer will only be entitled to the Power Supply Availability Service Credits if it uses both primary and secondary feeds. Power Supply Availability Service Credits apply when both primary and secondary feeds fail concurrently.
    2. Power Supply Availability shall be measured by Supplier’s Building Management System (“BMS”) or other electrical metering device serving the Co-location Space.
  2. CRAC Availability. Supplier shall guarantee the availability of the CRAC supply (” CRAC Availability”) in the Co-location Space as set out below. The same will be measured within the Cold aisle containment by Supplier’s Building Management System (“BMS”).
    1. a. Average room temperature 22+/- 2 Degree Celsius on a daily basis and
    2. Average Room Relative Humidity from 45% to 55% RH.
  3. Service Credits.
    1. Co-location Service. If Supplier fails to maintain the Power Supply Availability and or the CRAC Availability in any whole calendar month of the Term due to the act or omission of Supplier, then the Customer shall be entitled to receive a Service Extension at the end of the term as set below (“Service Credits”). The Service Credits are set out below:
    Power Supply or CRAC Availability Service Credit
    99.982%-99.90% Service extension for 2 days
    99.89% - 99.80% Service extension for 4 days
    99.79 % - 99.00% Service extension for 6 days
    98.99% -98.00% Service extension for 8 days
    "<" 98% Service extension for 15 days

    Exclusions. The following outages shall be deemed to be excused outages for the purpose of calculating the Power Supply Availability or CRAC Availability:

    1. anything which is not due solely to the fault or negligence of Supplier or its employee(s), agent(s), contractor(s); or
    2. anything which arises as a result of any decrease of availability or unavailability of the Power Supply or CRAC which is due to;
      1. inherent defect(s) in the design of any part of the Power Supply or CRAC where such design was specified by the Customer or
      2. inherent defect(s) in the design of any part of any system(s) of the Customer (including but not limited to the Customer’s own Power Supply and CRAC); or
    3. anything caused by a Force Majeure Event; or
    4. any misuse of the Power Supply or CRAC by the Customer or its employees, servants, agents, contractors or customers;
    5. any Planned Maintenance with prior written approval of the customer; or
    6. any obstruction to the Supplier by the Customer, which prevents or delay the performance of Supplier’s obligations including necessary maintenance or emergency work in time.

4. 0 Maintenance

4.1 Preventative Maintenance

The Supplier alone is responsible for the running and maintenance of utilities and technical or other equipment such that the specified Services are delivered to the required Service Levels. The Supplier will:

  • Provide a list of all maintenance activities planned for the year ahead. The Customer, acting reasonably, may review the list of activities planned and request the Supplier to include additional maintenance activities. Where the Supplier considers that the additional activities proposed are not required to enable it to meet its Service obligations, then the Customer may nonetheless require the Supplier to carry out those activities at the Customer’s cost.
  • Consider foreseeable effects connected with these operations
  • Propose an action plan for each foreseeable effect
  • Ensure that maintenance activities or modifications will be done according to the applicable public safety regulations and that certificates will be delivered by the Supplier on customer request stating the conformity with these public regulations where applicable

The Customer is entitled to organize audits, no more frequently than six-monthly, to check conformity to the public regulations or contractual deliverables at its expense. The Supplier commits to co-operate in handing over the information needed for such an audit, limited to the customer collocation area and the building infrastructure serving the customer collocation area only. The Customer will inform the Supplier with 30 days’ notice when audits are planned.

All operations inside the Data Centre are subject to the following conditions:

  • The Supplier formally commits to monitor each sub-contractor during the carrying-out of every operation.
  • The Supplier formally commits to inform and agree with the Customer upon each start and end of any activities including at least two weeks prior notice of any shutdown of part of the installations, which may impact upon the Services.

4.2. Remedial Maintenance

In some cases, the Supplier may need to carry out a non-routine remedial maintenance operation on technical or other equipment located inside the Equipment Space.

In such cases, the Supplier will:

With the Customer

  • Consider foreseeable effects connected with these operations
  • Propose an action plan for each foreseeable effect
  • Provide a prospective plan for this operation

All remedial maintenance operations inside the Equipment Space are subject to the following conditions:

  • The Supplier formally commits to monitor each sub-contractor during the carrying-out of every operation
  • The room is to be cleaned after each operation
  • The Supplier formally commits to inform and agree with the Customer upon each start and end of any activities including a shutdown of parts of the installations with at least two weeks prior notice.

5. 0 Cleaning and Services

Cleaning

The Supplier will be responsible for the cleaning of the office spaces and amenities once every business day. Additional Data Center floor cleaning services will be provided at the request and expense of the Customer. The Customer will have the responsibility at all other times for maintaining the Data Centre in a clean and tidy state.

Rubbish Removal

The Supplier will be responsible for the removal of packaging, pallets, cartons, etc. from the building’s waste disposal area.

Cage Area Maintenance.

The Supplier must make every effort to ensure that the raised floor area at the Customer’s disposal will always and permanently be:

  • Free of any lighting defects (normal or security)
  • Free of any security defects (access control, intruders etc.).

6. 0 Customer's Responsibilities

The installation of all cables, cabinets, racks and equipment within the Equipment Space for the provision of services by the Customer to its customers is the responsibility of the Customer.

The Customer is responsible for ensuring that the installation, maintenance and operation of all the Customer’s Equipment in the Data Centre complies with the relevant standards, the Customer Manual, electrical, heating and mechanical loading for the Equipment Space and statutory OH&S obligations.

The following section describes procedures to be followed by the Customer in the installation of its equipment in the Equipment Space:

The Customer is entitled to install LAN & SAN cabling within the dedicated Equipment Space. No cabling is to be laid between the cabinets except in accordance with applicable standards and good work practices. All cabling in the site required to provide the Services outside the Equipment Space is the responsibility of the Supplier. All patching is to be performed by the installers.

The Customer’s area of responsibility also includes:

  • Computer equipment installed in the racks
  • The management of the IT machines within a rack
  • Ensuring that electrical loads presented to the UPS are balanced across all three phases to within 10% of each other at any time. The Supplier will notify the Customer immediately that it becomes aware that electrical loads have exceeded or may exceed this requirement.
  • Keeping the Racks and Containment closed properly.