Last updated: March 9, 2020
This Oqulo Terms and Service Level Agreement (“SLA”) between Oqulo Pte Ltd (“Oqulo”, “The provider”, “us” or “we”) and customers of Oqulo Services (“you”, “The Client”) governs the use of the Oqulo Software and Support Services (“The Platform“).
1.1 To access and use the Platform, you must register for an Oqulo account (“Account”) by providing your full legal name, current address, phone number, a valid email address, and any other information indicated as required.
1.2 Oqulo will use the email address provided upon opening an Account, or as updated by you from time to time as the primary method for communication.
1.3 You are responsible for keeping your password secure. Oqulo cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.
1.4 You are responsible for all activity and content such as photos, images, videos, graphics, written content, audio files, code, information, or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with your Account (“Materials”).
2.1 Oqulo has a 24/7 help desk support facility, which is provided by way of email support and website contact form for the purposes of:
3.1 Oqulo will:
|SEVERITY||FOR EXAMPLE||FIRST RESPONSE TIME||RESOLUTION TIME|
|Critical*||A problem is preventing the platform from functioning normally and there is no workaround to enable you to continue executing your business operations.||4 business hours||Up to 2 business days|
|Restricted Operations*||A less severe problem that may restrict the usage of the platform but does not prevent it from operating.||8 business hours||Up to 3 business days|
|Normal*||Questions and feedback on the platform features and functionality.||24 hours||It will depend on the nature of the request.|
*Resolution time – reflects the average amount of time in which our team will fully resolve your support request after it has been opened.
*First response time – reflects the average amount of time in which someone from our team will reach out to you to better understand your support request and provide you with information about the next steps we will take to resolve it.
*Severity – reflects the business impact of the support request. You can submit your questions at [email protected] and set the Severity of each request.
*Business hours — Monday to Friday, between 8AM to 5PM
3.2 Oqulo will determine, acting reasonably, in to which severity category an issue raised through the Support Services falls.
3.3 All Support Services will be provided remotely unless expressly agreed otherwise by the Provider.
4.1 Where the total person-hours spent by Oqulo performing the Support Services under Paragraphs 2.1.a and 2.1.b during any 30 days exceed 8 hours, then:
4.2 Oqulo shall have no obligation under this Agreement to provide Support Services in respect of any fault or error caused by:
5.1 You acknowledge that from time to time during the Term the Provider may apply Upgrades to the Platform and that such Upgrades may result in pricing changes, or changes in the appearance and/or functionality of the Platform.
6.1 Oqulo shall use all reasonable endeavors to ensure that the Platform is available 99.5% of the time during each calendar month
6.2 A Monthly Uptime Percentage of 99.5% means that we guarantee you will experience no more than 3h and 40 min/month of Unavailability.
7.1 Oqulo will make back-ups of the Customer Data stored on the Platform on a daily basis
7.2 In the event of the loss of, or corruption of, Customer Data stored on the Platform being notified by the Customer to the Provider under Paragraph 2, the Provider shall if so directed by the Customer use reasonable endeavors promptly to restore the Customer Data from the most recent available backup copy.
8.1 Oqulo may suspend access to the Platform in order to carry out scheduled maintenance, and such suspension to be for not more than 4 hours in each calendar month. Scheduled maintenance notices will be sent via email to Platform administrators.
8.2 The Platform downtime during scheduled maintenance carried out by the Provider in accordance with this Paragraph 8 shall not be counted as downtime for the purposes of Paragraph 6.
9.1 In order to accept credit card payments using the Platform, you acknowledge that you need to connect your PayPal Checkout and/or Stripe Checkout account to the Platform. It is your sole responsibility to activate and maintain these accounts. If you do not wish to keep this payment account active, it is your responsibility to deactivate them. For the avoidance of doubt, PayPal and Stripe is a Third Party Service.
9.2 Your continued use of Paypal Checkout and/or Stripe Checkout on the Platform constitutes your agreement to, and acceptance of Paypal and/or Stripe terms and user agreement.
10.1 You will pay the Fees applicable to your subscription to the Platform (“Fees”) and any other applicable fees, arising from extra support requests arising from items mentioned in Paragraph 4.
10.2 You must keep a valid payment method on file with us to pay for all incurred and recurring Fees. Oqulo will charge applicable Fees to any valid payment method that you authorize (“Authorized Payment Method”), and Oqulo will continue to charge the Authorized Payment Method for applicable Fees until the Services are terminated, and any and all outstanding Fees have been paid in full.
10.3 Unless otherwise indicated, all Fees and other charges are in U.S. dollars, and all payments shall be in U.S. currency.
10.4 Subscription Fees are paid in advance and will be billed in monthly or annual intervals (each such date, a “Billing Date”). You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to you or the Platform admin via the email provided. You have approximately two weeks to bring up and settle any issues with the billing of Fees.
10.5 If we are not able to process payment of Fees using an Authorized Payment Method, we will make up to 4 attempts within a week to process payment using any Authorized Payment Method. If our final attempt is not successful, we may suspend and revoke access to your Account. Your Account will be reactivated upon your payment of any outstanding Fees, plus the Fees applicable to your next billing cycle. You may not be able to access your Account during any period of suspension. If the outstanding Fees remain unpaid for 60 days following the date of suspension, Oqulo reserves the right to terminate your Account.
10.6 All Fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services (including Goods and Sales Tax), harmonized or other taxes, fees or charges now in force or enacted in the future (“Taxes”).
10.7 You are responsible for all applicable Taxes that arise from or as a result of your subscription to or purchase of Oqulo’s products and services. To the extent that Oqulo charges these Taxes, they are calculated using the tax rates that apply based on the billing address you provide to us. Such amounts are in addition to the Fees for such products and services and will be billed to your Authorized Payment Method. If you are exempt from payment of such Taxes, you must provide us with evidence of your exemption, which in some jurisdictions includes an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive evidence satisfactory to Oqulo of your exemption. If you are not charged Taxes by Oqulo, you are responsible for determining if Taxes are payable, and if so, self-remitting Taxes to the appropriate tax authorities in your jurisdiction.
10.8 For the avoidance of doubt, all sums payable by you to Oqulo under these Terms of Service shall be paid free and clear of any deductions or withholdings whatsoever. Other than Taxes charged by Oqulo to you and remitted to the appropriate tax authorities on your behalf, any deductions or withholdings that are required by law shall be borne by you and paid separately to the relevant taxation authority. Oqulo shall be entitled to charge the full amount of Fees stipulated under these Terms of Service to your Authorized Payment Method ignoring any such deduction or withholding that may be required.
10.9 Oqulo does not provide refunds.
11.1 You may cancel your Account and terminate the Service Level Agreement at any time by contacting Oqulo Support and then following the specific instructions indicated to you in Oqulo’s response. Upon termination your account by either party for any reason:
11.2 Oqulo will cease providing you with the Platform and you will no longer be able to access your Account;
11.3 unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise
11.4 any outstanding balance owed to Oqulo for your use of the Platform through the effective date of such termination will immediately become due and payable in full; and your Platform will be taken offline.
11.4 Following termination, it will be your sole responsibility to handle all matters related to your domain with the domain provider
11.5 If at the date of termination of the Platform, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again
11.6 We reserve the right to modify or terminate the Oqulo Software and Support Services, the Terms of Service and/or your Account for any reason, without notice at any time. Termination of the Terms of Service shall be without prejudice to any rights or obligations which arose prior to the date of termination.
11.7 Fraud: Without limiting any other remedies, Oqulo may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the use of the Platform.