MGC Agency, Support and Maintenance Agreement

Support and Maintenance Agreement

Introduction:

Welcome to the Support and Maintenance Agreement, hereinafter referred to as “the Agreement,” which governs the relationship between MGC Agency, a company duly registered under 09343906 with its registered office located at The Innovation Centre Venture Court, Queens Meadow Business Park, Hartlepool, England, TS25 5TG, referred to as “MGC“.

1. Communication:

Clients must diligently log all communication related to support and maintenance requests within the designated ticketing platform provided by MGC. It is imperative that this platform is used for all correspondence, as it ensures accurate tracking and documentation of all requests. MGC cannot be held responsible for missed or undocumented communication that takes place via personal emails or external chat platforms such as WhatsApp.

2. Contract Duration:

Our contract lasts a minimum of 12 months. Should the Client wish to terminate the support service, they must provide written notice at least three months before the contract’s end date. Failure to do so will result in the automatic renewal of the contract for an additional 12 months.

3. Monthly Fee:

Unless specifically agreed upon otherwise in writing, the Client is required to pay the monthly fee of [Monthly Fee Amount], even if no work is carried out in a particular month. This fee encompasses ongoing access to support and maintenance services and ensures the availability of the support team for any potential issues.

4. Payment:

All payments are to be made upfront, in accordance with the terms negotiated during the initial contract discussions. Payment in advance is essential to maintaining uninterrupted support and maintenance services.

5. Payment Collection:

Clients are obliged to enroll in MGC’s GoCardless payment scheme, which facilitates the automatic collection of fees on agreed-upon dates. This streamlined payment process ensures timely and uninterrupted service.

6. Fee Collection:

MGC reserves the right to collect any confirmed due fees via the GoCardless payment scheme, as agreed upon in advance. Clients are responsible for ensuring the availability of sufficient funds to meet these payment obligations.

7. Covered Services:

The support service provided by MGC is comprehensive and includes assistance with fixing glitches, addressing compatibility issues, troubleshooting, and other related tasks. The primary objective is to minimize downtime and maintain the optimal functionality of the Client’s platform.

8. Limitations:

The support service covers general support and maintenance tasks, including bug fixes and minor updates within the same reporting month. However, it does not encompass extensive development projects, new developments, feature implementations, or significant customizations. Such requests are treated as separate development projects and may incur additional costs.

9. Separate Quotes:

MGC is committed to providing separate quotes and timelines for projects that fall outside the scope of the unlimited support service. This ensures transparency in pricing and expectations for additional work.

10. Onboarding:

The support and maintenance service commences with the onboarding process for the Client’s website. Onboarding fees are paid upfront as a one-time fee. In the event of maintenance cancellation followed by reactivation, the onboarding fee becomes due once more.

11. Cancellation:

Clients are responsible for the fee owed for the entire contract duration. In the case of cancellation, the outstanding balance of the agreement becomes immediately due and payable, as specified in the terms of the contract.

12. Complex Fixes:

Certain issues may necessitate a significant amount of time and effort to resolve. MGC will schedule these time-consuming fixes and address them diligently, with the duration of resolution dependent on the complexity of the issue.

13. Access Requirements:

Clients are required to provide all necessary access credentials and permissions for the platform, including logins and passwords. Delays in delivering access information do not exempt Clients from paying the monthly fee.

14. New Features:

Should the Client request new features or enhancements that do not impact existing functionality, MGC will assess the requirements and provide a quote based on the daily rate for such development work.

15. Services Payment:

All services, including support and maintenance, must be paid for upfront, as per the agreed-upon payment schedule.

16. Maintenance Changes:

Minor changes, such as color adjustments, graphic replacements, or wording modifications, which can be completed within one hour, are covered under the agreement. Changes exceeding one hour will be logged and billed separately.

17. Response Time:

MGC commits to acknowledging support requests within a 3-hour response time frame. Further investigation and resolution will be scheduled into development as required, based on the nature and urgency of the issue.

18. Hosting Responsibility:

MGC assumes no responsibility for platforms hosted elsewhere. Any work conducted on external hosting platforms will be estimated and billed separately from the maintenance agreement.

19. MGC Hosted Servers:

Maintenance services exclusively cover platforms hosted by MGC. Clients utilizing MGC’s hosting services benefit from the full range of support and maintenance services provided.

20. Development by MGC:

Any development work undertaken by MGC agency is covered by the support and maintenance agreement, ensuring seamless integration and ongoing support for custom features or functionality.

21. Code Changes:

Any changes to the website’s code or structure that are not initiated by MGC, resulting in failures or errors, will be investigated and potentially rolled back, with applicable charges for these services.

22. Rollback Charge:

In the event that it becomes necessary to roll back the server to a previous state due to changes made outside of MGC, a 2-hour charge will apply to facilitate the rollback process.

23. Exit Fee:

Should the Client opt to terminate their engagement with MGC Agency, a 4-hour backup charge will be incurred to provide the necessary code for transfer to the Client or a new service provider.

24. Plugin and App Store:

Clients are solely responsible for covering all charges related to plugins (purchase and renewal) and app store subscriptions. Renewals must be handled promptly to ensure the continued functionality of the website.

25. Confidentiality:

Both parties are legally obligated to maintain strict confidentiality regarding all client information and project details. This includes safeguarding sensitive data and intellectual property.

26. Dispute Resolution:

In the event of any disputes between MGC and the Client, a defined dispute resolution process will be followed, as specified in the agreement. This may involve arbitration, mediation, or another agreed-upon method of conflict resolution.

27. Limitation of Liability:

MGC’s liability for any damages or losses incurred by the Client is limited to the total fees paid by the Client under this agreement. This provision establishes clear boundaries for liability.

28. eCommerce-Specific Clause:

MGC acknowledges that its liability for any loss of sales resulting from bug fixes and maintenance on eCommerce platforms is limited. Clients are advised to understand this limitation, especially in the context of online retail operations.

29. Development Server:

Clients should be aware that all development work is conducted on a separate development server. Only changes approved by the Client will be implemented on the live server. MGC is not responsible for any sales or time loss that may occur after changes go live.

30. Service Levels:

MGC Agency offers varying service levels, and Clients should be aware that opting for a higher service level may result in increased monthly fees. These service levels can be adjusted as needed during the course of the agreement.

31. Security Responsibility:

MGC Agency is not liable for any hacks, spam, or security breaches on platforms maintained unless MGC has been responsible for developing specific security procedures. While MGC Maintenance will work to resolve issues stemming from such incidents, it is not responsible for preventing them.

Ownership of Paid Development:

Any development work paid for separately, outside of the monthly agreement, shall be considered the property of MGC until full payment for the development work is received and cleared. Once full payment is received, ownership of the development work shall be transferred to the Client. MGC retains the right to use the completed development work for its portfolio and promotional purposes, even after ownership transfer, unless otherwise agreed upon in writing.

Additional Terms for Hosting Agreements:

1. Server Management:

The scope of server management and responsibilities, including backups, security measures, and updates, will be specified separately in hosting agreements.

2. Uptime Guarantee:

The hosting service will provide a specific uptime guarantee, which will be outlined in the hosting agreement. This guarantee ensures the reliability and availability of the hosted platform.

Additional Terms for Maintenance Contracts:

1. Scope of Maintenance:

Maintenance contracts will clearly outline the types of maintenance services provided, including regular updates, backups, security patches, and routine checks to ensure the platform’s optimal performance.

Additional Terms for Support Contracts:

1. Support Hours:

The hours of support coverage will be defined, including standard business hours and emergency support availability, which is provided from 8 am to 6 pm.

2. Communication Channels:

The preferred communication channels for support requests, such as through Basecamp, will be established, ensuring efficient and effective communication between the parties involved.