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Master Service Agreement (Managed Security)Rev: 3 - 15/10/2010Firewalls and Managed Security Specific Terms and Conditions1DEFINITIONS AND INTERPRETATIONas further described in these Specific Terms andConditions, at http://www.zeninternet.co.uk/firewalls,These Specific Terms and Conditions are to be readand in the Company's literature at the date ofin conjunction with our General Terms andcompletion of the Customer Order Form.Conditions of Supply. All definitions set out in theGeneral Terms and Conditions of Supply shall,unless otherwise specified below, have the samemeaning when used in these Specific Terms andConditions. For the purpose of these Specific Terms“Minimum Cancellation Notice Period” means theperiod described at Clause 9.3.“Minimum Service Period” means the perioddescribed at Clause 5.2.and Conditions:“Service Level Agreement” or “SLA” means the“Address” means the address specified on theCustomer Order Form.“Company” or “we” means Zen Internet Ltd, havingthe registered number 3101568 also where thecontext permits its assigns and any sub-contractorfor the Company.“Customer Order Form” means the order form for thesupply by the Company of the Equipment and/orServices, completed by, or in accordance with anService Level Agreement relating to the ManagedSecurity Service and any Firewalls supplied by theCompany which describes the service levels to bemet by the Company, set out on the Company's Website at the date of Completion of the Customer OrderForm.“Telecommunications Circuit” means a circuit whichallows the transmission of IP/TCP data.2FIREWALLorder from, the Customer;2.1 Subject to the terms and conditions of the“Firewall” means a device for the detection,obstruction, destruction and/or prevention (asapplicable) of computer viruses, trojans, worms,unauthorised access or use and/or any similar act orthing which may affect a computer system, ornetwork.“Hire Agreement” means the hire agreement enteredinto between the Company and you for the hire byyou of the Firewall (where specified in the CustomerOrder Form).“Managed Security Service” means the provision byus of management and monitoring of your FirewallMaster Service Agreement (Managed Security)Issue: 1.2.10Zen Internet, Sandbrook Park, Sandbrook Way, Rochdale OL11 1RYTel: 01706 902001 E-mail: info@zen.co.uk Web: www.zen.co.ukAgreement, we agree to supply and you agreeto purchase (or hire, where the Customer OrderForm specifies a Hire Agreement) the Firewall(if any) specified in the Customer Order Formand described at http://www.zen.co.uk/firewallsin the Company's literature at the date ofcompletion of the Customer Order Form.2.2 Upon completion of the matters referred to atClause 2.3 of our General Terms andConditions of Supply, one of our technicalconsultants will contact you to discuss yourFirewall configuration. As soon as reasonablyPage 1 of 5Friday, 15 October 2010Registered in England No. 03101568 Zen Internet 2008
Master Service Agreement (Managed Security)Rev: 3 - 15/10/2010possible after that we will build your Firewallwith a Managed Security Service for a Firewallconfiguration to meet your network and Internetwhich we have not supplied, you must notify ussecurity specifications in accordance with theas soon as possible once your Firewall is readyinformation provided by you in the Customerto be accessed by us. We will use allOrder Form and to our technical consultant.reasonable efforts to activate the ManagedOnce built, we will send your configuration dataSecurity Services within 48 hours of successfulto you on a storage device reasonably selectedinstallation and/or connection of the relevantby us. At the same time we will place an orderFirewall by you in accordance with anywith our supplier for the Firewall. We will notifyinstructions we may give or send to you for thatyou as soon as possible once the Firewall ispurpose.ready for dispatch. We will use all reasonableefforts to ensure that the Firewall is delivered to3.2 Once the Managed Security Services areactivated, we shall provide online Firewallyou within 48 hours of finalising theusage reports detailing the activity of yourconfiguration and to notify you, at least 24 hoursFirewall and will endeavour to provide you within advance of the delivery date.a standard Firewall usage report monthly asspecified in accordance with the Customer2.3 Any Firewall to be supplied by us shall beOrder Form.delivered to you by us sending it or procuringthat it is sent to the Address. You agree thatyou will notify us, of any defects in any Firewallwhich we supply to you, within 15 days of44.1 We shall provide the Managed Security Servicedelivery of that Firewall.in accordance with these Specific Terms andConditions and subject to the applicable Service2.4 Any Firewall sent by us to you shall be at yourLevel Agreement (as specified on the Customerrisk from the point of delivery in accordanceOrder Form).with Clause 2.3 above.2.5 You agree that you will be responsible forinstallation of any Firewall supplied by us andfor connecting it to the TelecommunicationsCircuit and power supply at the Address.3MANAGED SECURITY SERVICESSERVICE LEVELS/CREDITS5SERVICE PERIOD5.1 Whilst we will use reasonable endeavours toprovide the Services and/or Equipment to youwithin any timescales specified by us or agreedwith or requested by you, we will not be liable toyou for any delay in providing or failure to3.1 Where we have agreed to supply you with aprovide the Services and/or Equipment withinManaged Security Service and the relevantsuch timescales. All delivery and/or completionFirewall, you must notify us as soon as possibledates specified by us are estimates only and wefollowing receipt and installation by you of anycannot guarantee that they will be met.Firewall (at the Address) which we havesupplied. Where we have agreed to supply youMaster Service Agreement (Managed Security)Issue: 1.2.10Zen Internet, Sandbrook Park, Sandbrook Way, Rochdale OL11 1RYTel: 01706 902001 E-mail: info@zen.co.uk Web: www.zen.co.ukPage 2 of 5Friday, 15 October 2010Registered in England No. 03101568 Zen Internet 2008
Master Service Agreement (Managed Security)Rev: 3 - 15/10/2010avoidance of doubt, once the licence has been5.2 Unless otherwise terminated or suspended inaccordance with the Agreement the Managedrenewed, the licence fee shall be non-Security Service shall be provided for arefundable.Minimum Service Period of 12 months from thedate of activation.5.5 On expiry of the Minimum Service Period, thisAgreement will continue until terminated inaccordance with Clause 9. Where you have5.3 On expiry of the Minimum Service Period, thisAgreement will continue until terminated inpurchased ( as opposed to hired) the Firewallaccordance with Clause 9. Where you havefrom us and the Agreement continues after thepurchased (as opposed to hired) the FirewallMinimum Service Period, you will be required tofrom us and the Agreement continues after thepay any applicable software licence renewal feeMinimum Service Period, you will be required toin respect of the software licence required forpay either:the Managed Security Service.(a) a Unified Threat Management software6CONDITIONS OF USElicence renewal fee to enable us to provide youwith the Unified Threat Management softwaresecurity features and to enable us to provideyou with on-going firmware updates andsupport and next Business Day Hardwareswap-out ; or6.1 You agree that you will be responsible for alluse of the Managed Security Service and anylocal access to the Firewall. You agree that youare responsible for complying with all terms andconditions (including, without limitation, terms ofpayment) relating to any telecommunications(b) a FortiCare software licence renewal fee toservice which is required by you to access orenable us to provide you with on-going firmwarereceive the Managed Security Service.updates and support and next Business DayHardware swap-out. For the avoidance ofdoubt, this licence does not include the UnifiedThreat Management software security features5.4 On expiry of the Minimum Service Period (the“Renewal Date”), and on each subsequentanniversary of the Renewal Date, we shallautomatically renew the Unified ThreatManagement licence for a period of 12 months,unless you inform us that you wish to purchasea FortiCare software licence, at least 21 daysprior to the Renewal Date. We will contact you6.2 You agree to:a) provide an authorised technical contact,authorised contact number, and passphrase, to keep any records of such detailsin separate places and take all necessarysteps to ensure the security of such records;b) without prejudice to the General Terms andConditions, keep such information privateand confidential and ensure, at all times,that it (or they) does (do) not become knownto any unauthorised personnel.prior to the Renewal Date to remind you whenthe licence is due to expire and to give you theoption to terminate the licence. For theMaster Service Agreement (Managed Security)Issue: 1.2.10Zen Internet, Sandbrook Park, Sandbrook Way, Rochdale OL11 1RYTel: 01706 902001 E-mail: info@zen.co.uk Web: www.zen.co.uk6.3 You agree that you will notify us immediately ifyou become aware of any change inPage 3 of 5Friday, 15 October 2010Registered in England No. 03101568 Zen Internet 2008
Master Service Agreement (Managed Security)Rev: 3 - 15/10/2010circumstances which may lead you to believe7.2 You shall pay the Charges (without any set offthat such information has become known to anyor deduction of any kind) on either a monthly,unauthorised personnel.quarterly or annual basis as stated in theAgreement and/or the invoice referred to at6.4 You agree that we may, from time to time,Clause 6.1 above by direct debit (unless wesuspend and/or change your pass phrase (atagree an alternative method).our discretion if we feel that such step is in theinterests of security).7.3 All amounts payable by you in accordance withthe Agreement shall be exclusive of Value6.5 In the event that you wish to make alterations toAdded Tax (“VAT”), or any other applicable taxconfiguration of any Firewall which we haveor duty, which shall be payable in addition to allsupplied and in relation to which we havesuch amounts due from you.agreed to supply the Managed Security Service,you agree to contact our Business Support Unit7.4 Where the Customer has a 30 day credit(“BSU”) team to request such changes. Uponaccount, we will send you a VAT invoiceconfirmation of authorisation, our BSU will makefollowing completion of the provision of thesuch changes.Services. Where you have no credit facility, wewill send you a VAT receipt following receipt by6.6 Any fault with the Services and/or theus of your payment.Equipment (in relation to which a “fault” shallmean a failure in any Firewall which we have7.5 You agree that you will notify us as soon assupplied to you and which is preventingpossible of any change in your credit/debit carddataflow across the Firewall), which you detector bank account details. Should you terminatemust be reported to us as soon as possiblethe Services in accordance with thiseither:Agreement, it is your responsibility to terminateany standing order with your bank.a) by telephone to the BSU team on 0845 0589030 during Business hours or;b) to such other telephone number as we may8TRANSFERABILITY8.1 Where we have agreed to supply you with anotify to you from time to time for thisManaged Security Service, you shall ensurepurpose.that the relevant Firewall(s) shall remainsituated at all times at the Address. Neither the7CHARGESManaged Security Service nor the relevantFirewall(s) may be transferred between7.1 Except as otherwise provided in the Agreement,locations, Firewall(s), and / orall Charges and other sums due from you intelecommunications lines (as applicable)respect of the Services and/or Equipment shallwithout our prior written consent.be set out in the Agreement and/or the invoicerelating to such Equipment and/or Services.Master Service Agreement (Managed Security)Issue: 1.2.10Zen Internet, Sandbrook Park, Sandbrook Way, Rochdale OL11 1RYTel: 01706 902001 E-mail: info@zen.co.uk Web: www.zen.co.uk9TERMINATIONPage 4 of 5Friday, 15 October 2010Registered in England No. 03101568 Zen Internet 2008
Master Service Agreement (Managed Security)Rev: 3 - 15/10/20109.1 Once the Managed Security Service has been10.2 Any notice to be served on us must be in writingactivated, you may only end this Agreementand sent either by pre-paid first class post to(insofar as it relates to such Services) by noticeour registered office or by e-mail toequal to the Minimum Cancellation Noticeretentions@zen.co.uk or to such other addressPeriod which must expire at any time on or afteras may be specified by us to you for thisthe expiry of the Minimum Service Period (orpurpose from time to time. Any notice sent inany renewed service period agreed betweenaccordance with this sub-clause will only bethe parties if applicable).deemed served if and when you have receiveda written acknowledgement from us.9.2 We may terminate the Services by notice equalto the Minimum Cancellation Notice Period (to11LIABILITYexpire on or after the expiry of the MinimumService Period or any renewed service periodagreed between the parties) without incurringany liability.11.1 You acknowledge and agree that (save wheresuch fault and/or failure arises as a direct resultof any configuration carried out by us in relationto such Equipment) we shall not be liable for9.3 Unless otherwise stated, the Minimumany failure and/or delay in the Services to theCancellation Notice Period is 30 days (to expireextent that it is caused, or contributed toon or after the expiry of the Minimum Service(whether directly or indirectly) by, nor for, anyPeriod or any renewed service period agreedfailure of a Firewall and/or any other equipmentbetween the parties).which has not been supplied by us.9.4 Subject to the above, the termination provisions11.2 We do not guarantee that any Firewall (whetherof our General Terms and Conditions of Supplysupplied by us or a third party) will detect,apply.obstruct and/or prevent any viruses, trojans,worms or unauthorised access to your network10NOTICES10.1 You agree to keep the contact details which youhave provided to us up to date. Any notice orother information to be served by us on you inaccordance with this Agreement will be validlysent if in writing and sent by either e-mail or firstclass post to your last known e-mail or postaladdress. Any notice sent by first class post willbe deemed served two days after posting. Anyand/or computer system.11.3 Where we agree to supply you with a Firewallfor purchase by you, and the manufacturer of,or any other supplier from who we may directlyor indirectly receive or purchase, that Firewall,offers a warranty for your benefit, we will use allreasonable endeavours, but shall not beobliged, to ensure that you receive the benefitof any such warranty for its duration.notice sent by e-mail will be deemed served onthe day that it is sent.Master Service Agreement (Managed Security)Issue: 1.2.10Zen Internet, Sandbrook Park, Sandbrook Way, Rochdale OL11 1RYTel: 01706 902001 E-mail: info@zen.co.uk Web: www.zen.co.ukPage 5 of 5Friday, 15 October 2010Registered in England No. 03101568 Zen Internet 2008
Master Service Agreement (Managed Security) Rev: 3 - 15/10/2010 Master Service Agreement (Managed Security) Page 1 of 5 Issue: 1.2.10 Friday, 15 October 2010 . 3 MANAGED SECURITY SERVICES 3.1 Where we have agreed to supply you with a Managed Security Service and the relevant Firewall, you must notify us as soon as possible .
