VERSION CONTROL
Document Name: SCHEDULE 1 - MANAGED SERVICES Version: v1.1 Date Issued: 2nd October 2025 Author/Editor: M.Lulham Versioning: https://infopoint.mtechsystems.co.uk/versioning
1.1 Except as defined in this Schedule 1 (Managed Services), capitalised terms shall have the meanings given to them in the Agreement.
1.2 To the extent applicable to the Managed Services, in the event of conflict with the terms of this Schedule 1 and the Agreement, the provisions in this Schedule 1 shall take precedence, and in the event of a conflict with the terms of this Schedule 1 and a Statement of Work, the provisions of the Statement of Work shall take precedence over this Schedule 1.
2.1 The Supplier shall provide the Managed Services in accordance with the Service Level Arrangements (if any) as stated in the Statement of Work. Where no Service Level Arrangements are agreed, the Supplier shall deliver the Managed Services on a reasonable endeavours basis.
2.2 Unless otherwise specified in the relevant Statement of Work or agreed in writing by the Supplier, the Supplier will provide the Managed Services remotely.
2.3 The Client shall remain responsible for the use of the Managed Services under its control including any use by third parties that the Client has authorised to use the Managed Services.
2.4 The Client must take reasonable measures to ensure it does not jeopardise services supplied to third parties on the same shared access infrastructure as notified to the Client by the Supplier in writing. This includes informing the Supplier promptly in the case of a denial-of-service attack or distributed denial-of-service attack. In the event of any such incident, the Supplier will work with the Client to alleviate the situation as quickly as possible. The Parties shall discuss and agree appropriate action (including suspending the Managed Services).
2.5 The Client shall not provide the Managed Services to third parties unless otherwise indicated in the Statement of Work or as otherwise agreed by the Supplier in writing.
2.6 The Client acknowledges that certain conditions outside of the Supplier’s control may adversely impact the ability of the Supplier to perform functions of the Managed Services, including:
(a) failure of Client Hardware, software or operating system;
(b) partial or full failure of Third Party Services;
(c) network connectivity issues between Local System Components and the Supplier’s platform;
(d) network connectivity issues between Local System Components and third party servers.
2.7 The Supplier reserves the right to:
(a) modify the Supplier’s System, its network, system configurations or routing configuration; or
(b) modify or replace any Hardware in its network or in equipment used to deliver any Managed Service over its network,
provided that this has no adverse effect on the Supplier’s obligations or performance under the Agreement and its provision of the Managed Services or the Service Level Arrangements. If such changes will have an adverse effect, the Supplier shall notify the Client and the Parties shall follow the change management process in the Agreement.
2.8 If required by the Supplier, the Client shall allow the Supplier to install monitoring software on the Client-side Equipment, Hardware and/or in the Client’s Operating Environment to enable the Supplier to conduct remote monitoring and diagnostics and shall ensure that such software remains installed throughout the applicable Term.