WholeServ Limited – Terms and Conditions of Service

  1. Introduction These Terms and Conditions (“Terms”) apply to all services provided by WholeServ Limited (“we”, “us”, “our”) to our clients (“Client”, “you”). By entering into a contract with WholeServ, you agree to be bound by these Terms.
  2. Definitions – Services: The IT solutions, support, consultancy, and products provided by WholeServ. – Business Hours: 09:00 to 17:30 GMT, Monday to Friday, excluding UK public holidays. – Incident: An event that is not part of the standard operation of a service and which causes, or may cause, an interruption to or reduction in the quality of that service. – Client Data: Any information or data owned or provided by the Client. – Subprocessor: A third party appointed by WholeServ to process personal data on its behalf.
  3. Services Provided WholeServ offers the following services: – Hardware sales, installation, and configuration – Remote IT support and troubleshooting – Managed cloud services and Software as a Service (SaaS) – Business IT consultancy – Microsoft 365 licensing, administration, and migration support
  4. Service Level Agreements (SLAs) We provide support during normal Business Hours. SLAs apply as follows:

Priority

First Response (Target)

Escalation

Resolution (Target)

Escalation

Execution

Critical

1h 0m

1h 15m

12h 0m

15h 0m

Business Hours

High

2h 0m

2h 15m

18h 0m

20h 0m

Business Hours

Medium

4h 0m

4h 30m

36h 0m

48h 0m

Business Hours

Low

24h 0m

36h 0m

48h 0m

50h 0m

Business Hours

Very Low

48h 0m

50h 0m

60h 0m

64h 0m

Business Hours

24/7 support is available upon request at an additional fee. SLA times outside business hours are not guaranteed unless a 24/7 agreement is in place.

  1. Scope of Support Services Support services include: – Troubleshooting of supported systems and configurations – Resolution of incidents relating to covered hardware, software, and network services – Remote access assistance

Excluded from standard support: – On-site response unless agreed in advance – Support for unsupported third-party systems – Recovery from user error, unauthorised changes, or data loss without a backup plan in place – End-user training (unless specified) – New hardware or project-based work (billed separately)

  1. Incident Reporting Support requests must be raised via our designated ticketing system or by emailing support@wholeserv.com. Requests made via phone or outside the formal process may not be logged against SLAs.
  2. Client Obligations Clients agree to: – Provide accurate, timely, and complete information to enable us to deliver services – Maintain a secure environment for remote access when required – Notify us promptly of any incidents, service issues, or changes to their IT environment – Ensure third-party software used (e.g. Microsoft 365) is properly licensed
  3. Change Management & Out-of-Scope Work Work outside the agreed service scope requires written authorisation and will be charged at our prevailing hourly rates or as otherwise agreed. A revised Statement of Work may be required for substantial changes.
  4. Data Protection and Privacy We process personal data in compliance with the UK GDPR and the Data Protection Act 2018. For full details, please refer to our Privacy Policy, available on our website.
  5. Data Processing and Access Where we access systems or process data on your behalf, we act as a Data Processor. In doing so: – We shall process data solely on your documented instructions – We will implement appropriate technical and organisational security measures – We will notify you promptly of any data breaches or unauthorised access – Subprocessors (if used) will be subject to the same obligations – A separate Data Processing Agreement (DPA) is available upon request
  6. Data Backup and Recovery Unless explicitly included in a managed service agreement, the Client is responsible for ensuring appropriate and secure data backups. WholeServ accepts no liability for data loss resulting from a lack of backup strategy.
  7. Third-Party Services and Software WholeServ may rely on third-party providers (e.g., Microsoft, cloud hosts). While we act in good faith, we are not responsible for interruptions, performance issues, or data loss caused by third-party platforms or providers.
  8. Fees and Payment Fees are invoiced monthly or as otherwise agreed in writing. Payment terms are 14 days from the date of invoice. We reserve the right to: – Charge statutory interest on overdue invoices at 8% above the Bank of England base rate – Suspend services for late or non-payment – Recover any reasonable legal or collection costs
  9. Intellectual Property Unless otherwise agreed, we retain ownership of all intellectual property created in the course of our services, excluding third-party licensed software or materials provided by the Client.
  10. Confidentiality Both parties agree to keep confidential all proprietary or sensitive information received during the course of the engagement. This obligation remains in effect for 3 years post-termination.
  11. Liability To the maximum extent permitted by law: – Our liability for any claim is limited to the total fees paid in the preceding 3 months – We are not liable for indirect or consequential loss, including loss of profits, data, or business opportunity – We do not guarantee uninterrupted or error-free services
  12. Term and Termination Agreements continue until terminated by either party with 90 days’ written notice, or immediately in cases of: – Breach of contract – Insolvency or liquidation – Non-payment after 30 days

Upon termination: – All access to systems and platforms provided by WholeServ will be revoked – Any outstanding invoices will become due immediately – Client data in our possession will be returned or securely deleted within 30 days, unless retention is legally required

  1. Force Majeure We shall not be liable for failure or delay in performance due to causes beyond our reasonable control, including natural disasters, cyberattacks, acts of war, or supplier failures.
  2. Amendments We may update these Terms by providing 30 days’ written notice. Continued use of our services after such notice constitutes acceptance of the new Terms.
  3. Governing Law and Jurisdiction These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England.
  4. Entire Agreement These Terms, along with any Statement of Work or Service Order, constitute the entire agreement between the parties.
  5. Contact Details WholeServ Limited
    15a Coventry Street
    Nuneaton, Warwickshire, CV11 5TD, United Kingdom
    Email: services@wholeserv.com
    Phone: +44 (0) 1676 925 141

Last updated: February 2025