CTARe Pte Ltd's Website Care Terms and Conditions

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Summary

These terms and conditions (“Agreement”) set forth the general terms and conditions of your use of the website care subscription found on the website https://ctare[.]cloud (“Website” or “Service”) , and all of its related products and services (collectively, “Services”).

This Agreement is legally binding between you (“Client”, “User”, “you” or “your”) and CTARe (“CTARe”, “Service Provider”, “we”, “us” or “our”).

If you are entering into this agreement on behalf of a business or other legal entity, you represent that you have the authority to bind such entity to this agreement, in which case the terms “Client”, “User”, “you” or “your” shall refer to such entity. If you do not have such authority, or if you do not agree with the terms of this agreement, you must not accept this agreement and may not access and use the Website and Services. By accessing and using the Website and Services, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement. You acknowledge that this Agreement is a contract between you and the Service Provider, even though it is electronic and is not physically signed by you, and it governs your use of the Website and Services.

Please read these website care subscription terms and conditions (“Terms”, “Terms and Conditions”) carefully before signing up.

The Service Provider provides website care on an “as-is” basis to keep the Client’s WordPress website secure and performing at their best, with regular updates, and other services.

The Client agrees to review our work, provide feedback, and sign-off on approvals in a timely manner, and the Service Provider is bound by any deadlines that were set together. The Client also agrees to keep to the payment schedule set out in this proposal, and agrees to pay any late fees without disputes to the Service Provider should the Client be causing delays in any form.

The Service Provider will endeavour to meet all the deadlines set, but are not responsible for a missed launch date, or a deadline if the Client has been late in supplying materials, or has not approved the work on time at any stage.

Confidentiality

The Service Provider will maintain the confidentiality of all information that is provided to them by the Client. The Client must maintain the confidentiality of all information that is received from the Service Provider.

In addition, the Client must not disclose any information obtained from the Service Provider to any third parties without the Service Provider’s written permission to do so.

Individuals, or businesses that are not directly employed by the Client are considered third parties.

Time zone

All times and dates mentioned in this agreement are based on Singapore Standard Time (SST), unless otherwise stated.

Prices

All mentioned prices are in US Dollars (USD), and before any applicable taxes.

Abuse

The Service Provider provides a service on a best-efforts, and as-in basis, and the Service Provider is not a direct employee of the Client. The Client should not exhibit abusive behaviour in any form towards the Service Provider.

The Service Provider has a zero tolerance policy against such negative behaviour, and it may contribute to the cause for the cessation of the agreement with the Client.

Service-level agreement

Unless otherwise stated, there are no agreed upon, or mutually agreed SLAs for the website care subscription, and should not be treated as a 100% uptime guarantee.

Policy wordings

All inconsistencies and discrepancies of the website care mutual agreement, or terms and conditions will be excused by the Client.

In the event that there are discrepancies in the mutual agreement section in the signed Client proposal and the website care terms and conditions on the website, the website care terms and conditions on the website of the Service Provider will supersede the website care mutual agreement in the proposal.

Work Details, Inclusions, and Exclusions

The Service Provider will endeavour to maintain and provide care for the Client’s website by regularly monitoring and optimising its performance.

The Service Provider shall do so in the following aspects:

Updating of WordPress core, plugins, and theme
Website off-site backups
Downtime monitoring
Performance optimisation
Website security

Text content

The Service Provider is not responsible for originating, or writing any text copy for the website.

The Service Provider will be able to assist, but significant work on their part will result in an hourly charge. This will not be done without the Client’s approval of an additional quote provided in advance.

Photographs, Images, and Pictures

If needed, the Client will supply the Service Provider photographs in digital format only. The Service Provider requires these photographs to be in jpeg, jpg, or png format only. The photographs must be at least 1920 x 1080 pixels, Full High Definition (FHD).

If the Client chooses to buy stock photographs, that price will be added a quote for their approval before the Service Provider makes the purchase. Stock photography will not be purchased and used without written approval from the Client.

Themes

The Service Provider will not provide support for nulled, unsupported, not maintained, custom, and/or custom-coded themes that are used on the website.

All troubleshooting and liaising with the developer of such themes is out of the scope for a website care subscription.

Themes are considered generally available if the purchase of the theme can be made from the theme developer or author from their website. The theme has to be properly maintained, and in support by the theme developer or author.

For generally available themes, the Service Provider will liaise with the theme developer for troubleshooting in the event that the theme may have caused the website to be not available to website visitors.

Plugins

The Service Provider will not provide support for nulled, unsupported, not maintained, custom, and/or custom-coded plugins that are used on the website.

Any troubleshooting and liaising with the developer of such plugins is out of the scope of a website care subscription.

Plugins are considered generally available if the purchase of the plugin can be made from the plugin developer or author from their website. The plugin has to be properly supported, and in support by the plugin developer or author.

Plugins used by the Service Provider in order to provide the various services, and optimisations to the website will remain the property of the Service Provider.

Troubleshooting issues with the respective plugin developers or authors will be performed by the Service Provider at no extra cost to the Client, unless otherwise stated.

The plugins that the Service Provider uses for performance optimisations, backups, and security will be removed immediately from the website once the website care subscription is inactive, overdue, or has lapsed for any reason.

General technical support

Updates to; management of the website; and any support issues will be up to the Service Provider on a best-efforts, and as-is basis.

The Client must have an active subscription with the Service Provider in order for them to respond to issues. The tier of support listed below will be indicated on the subscription details.

Support tiers

Essentials Support

Average response time is between twenty-four (24) to forty-eight (48) business hours for most cases, unless otherwise stated. The response time is used to acknowledge the issue or request, and does not indicate the time needed to resolve the issue, or request.

Support hours are between 10 am to 6 pm, available Mondays to Fridays. Excluding after hours, weekends, and holidays.

Standard Support

Average response time is within twelve (12) to twenty-four (24) business hours for most cases, unless otherwise stated. The response time is used to acknowledge the issue or request, and does not indicate the time needed to resolve the issue, or request.

Support hours are between 10 am to 6 pm, available Mondays to Fridays. Excluding after hours, weekends, and holidays.

Expedited Support

Support hours are between available Mondays to Fridays including after hours. Excluding weekends, and holidays.

Priority Support

Support hours are during office hours, after hours, weekends, and holidays.

Support tier upgrade

To accommodate shorter response times, the Client is required to upgrade to the next tier of support. Service Provider will include a quote when requested.

Website hosting

Website hosting is not included with website care subscription, unless otherwise stated.

In future, if server computing resources are not sufficient for the website due to promotions, sales, and/or advertisements initiated by the Client, the additional charges will be borne by the Client in order for the website to remain operational to accommodate the increased traffic.

Upgrades for website hosting will be on a case-by-case basis. Usually the Client will increase the server resources for that month only, and will pay the difference that is not covered by the Service Provider or the hosting provider.

Charges for additional hosting resources will be calculated for a minimum of one (1) month.

If there are additional charges for that month for this increased resource, the approximate charges will be made known to the Client beforehand. This is chargeable for a minimum of one (1) month.

If constant increased traffic is recorded, the Client will be required to upgrade to the next tier of website hosting.

Websites with advanced functionalities

The website care subscription covers corporate sites with standard, and standalone WordPress features, and does not extend to websites with advanced functionalities like, but not limited to: multilingual, multisite (MU), advanced staging, git commit workflow, membership, e-commerce, e-learning, and courses, that are also Pantheon hosted, and/or AWS hosted.

Website care for such websites will incur additional costs per month. A quote will be given to the Client by the Service Provider for website care subscriptions that are needed for websites with advanced functionalities.

Websites with advanced functionalities will be generally accepted under a custom quote provided by the Service Provider to the Client.

Complimentary website care

Complimentary website care for a website is provided on a goodwill basis upon approval from the Service Provider, has no monetary value, and is not exchangeable for credit, discounts, offers, cash, or services.

Scope of work, and support is not inclusive. For all website-related troubleshooting, the Client is required to be on a paid website care subscription.

Complimentary website care is strictly to be used for the maintenance of a website only. Complimentary website care only includes monthly updates to the WordPress core, active theme, activated plugins on the website, and monthly local/off-site backups of the website. Any service, or product not explicitly mentioned will not be included.

Website care subscription exclusions

The under-mentioned are not included in your website care subscription, unless explicitly mentioned in the subscription page upon subscribing. They can be requested from the Service Provider, and additional charges will apply.

– Hosting
– Domain management
– Premium domain names, or SSL certificates
– Website design, development, re-design, re-development
– Non-WordPress websites
– Website migrations
– Email support, migration, or management
– Digital marketing
– Managed services
– Reselling of our products, services, or solutions
– Reselling of the plugin(s) we use for website care
– Any other service or product not explicitly mentioned

Sub-contractors

The Service Provider can, at its absolute discretion, choose to retain or instruct sub-contractors to carry out the Services in whole or part.

Sub-contractors are not liable to the Client, and the Client agrees to waive all liabilities or claims against them.

Maintenance of the website

In order for the Service Provider to provide continuous support for the website, the Client must maintain an active subscription to a website care subscription.

The Client may make content changes to the website without notice to the Service Provider.

In the situation where a third party hired directly or indirectly by the Client, has made changes to the website’s theme, plugins, database, or files that resulted in errors for the website; without notice to the Service Provider, the costs to repair the website will be borne by the client.

For minor changes to the website, for any task that can be completed in under 30 minutes, the Client can put in a request with the Service Provider via the indicated communication channel.

Tasks cannot be rolled over. Unused tasks, if any, are forfeited, and cannot be used to offset subscription price, or as a discount, voucher, or any form of payment.

Frequent requests, or patterns of abuse will incur hourly charges instead.

If large volumes of data, or products are required to be uploaded to the website regularly, additional charges will apply.

For major changes to the website, including but not limited to: coding; a request for a full page to be created; or any task that takes 30 minutes or more; will incur a preferential hourly charge until the completion of the task.

There will be no pro-rating of the hourly charges.

Preferential rates are provided when there is an active website care subscription.

In the case where an active website care subscription is not present, or if there is a complimentary website care subscription, standard hourly rates will apply instead.

In the situation where the Service Provider has to liaise with a in-house, or third party WordPress developer for changes to be made to the website, additional charges will apply. A quote to the Client will be provided by the Service Provider.

The Service Provider will notify the Client in the rare event that the website is down, or not functioning. The Service Provider will attempt to resolve the issue with the hosting provider until the website is functional again.

If the website is not reachable for any reason, and the server where the website is on is functioning properly, the Service Provider will not consider this as a downtime. The Service Provider will determine if there are connectivity issues with the server, or the CDN, and liaise with the respective vendor.

Rapid Response is provided as a best-efforts and as-in basis as a service to help the website recover from its downtime. If the root cause of the issue is caused by a server error, or client negligence, the Service Provider may choose to assist in the website recovery attempts. This is not a guarantee that the website will be back online within a said period of time, and is still subject to investigation which may take additional time in order to bring the website back online. There are no agreed upon or mutually agreed SLAs for Rapid Response, and should not be treated as a 100% uptime guarantee.

Website performance optimisation is not search engine optimisation (SEO).

Performance optimisation is where the Service Provider uses algorithms and software to ensure that the website is running at a suitable speed for the website visitors to view the website.

Based on the frequency of the uploads that the Client will perform, the Service Provider will provide optimisation for the website, and its database.

Excessive upload activities, or content changes that lead to an overwhelming amount of work to optimise the website will incur additional charges.

The website optimisation will take place at least once a month, unless otherwise stated.

Search engine optimisation (SEO) services and solutions are not included in the website care subscription.

Inclusive in the off-site backup solution is sixty (60) days retention of the website backups. The newest backup will overwrite the oldest backup. This process is automated, and the Service Provider cannot choose which backup will be overwritten.

Backups are stored in a secure off-site facility. Backups will be performed at 12 AM (SST) daily, unless otherwise stated.

Off-site backups have a maximum capacity of one (1) gigabyte, or 1GB. Overages will be charged at prevailing AWS S3 standard rates.

If a shorter frequency of backups is required, additional costs will apply.

Website security will be handled by the Service Provider’s twenty-four (24) hours security operations centre (SOC).

The website will be monitored for malware and advanced threats. Any malware, or advanced threats found will be quarantined, and/or removed accordingly.

Included in the website security for Pro website security suites and above, is a content delivery network (CDN), and a web application firewall (WAF).

The CDN and WAF are provided on a best-efforts and as-in basis, and does not come with a SLA, unless otherwise stated. If needed, a quote will be given to the Client by the Service Provider.

If a dedicated cybersecurity analyst is required by the Client, additional costs will apply.

If the Service Provider is required to investigate the root cause of the cyber threat, attack, and/or breach, additional costs will apply.

The resolution of the website, and its cybersecurity issues are provided on a best-efforts basis and is not a guarantee, unless otherwise stated or agreed upon by both parties with a service-level agreement (SLA) of which additional costs will apply.

In the event that the website is compromised due to Client negligence, the Service Provider will not be responsible for cleaning the website of the malware. The malware removal will then be charged an hourly or flat-fee rate to the Client.

Vendor management will strictly be provided on a goodwill basis by the Service Provider for the Client, and it is not inclusive as the core scope of work in the website care subscription.

The Service Provider will only liaise with the respective parties involved in bringing the website back to a working and accessible condition.

Unless otherwise stated, the Service Provider will not manage any other vendors for the Client. And if needed, a quote will be provided to the Client by the Service Provider.

Client negligence

Any charges arising out of an issue that is caused by Client negligence will be borne by the Client.

Client negligence is determined as the Client’s refusal to adopt the recommendations that the Service Provider made for the website.

Communication channels

The Service Provider will only communicate with the Client using the following channels and methods:

1. Ticket – for all critical website issues only.

2. Email – for all non-critical website issues only.

The Client is strongly recommended to submit all requests via the options detailed above in order for the Service Provider to assist the Client with their requests in a timely manner.

All other channels, and methods of communication will be deemed as low priority, and must not be used to communicate with the Service Provider. In the event that the Client decides to communicate with the Service Provider using any channel that is not detailed above in this section, it will be classified as client negligence.

Live chat, and phone support is subjected to availability, and at an additional cost on top of the website care subscription.

Complimentary Items

Complimentary items, products, services, and/or solutions cannot be used to offset subscription, or be used in any form as discounts, vouchers, rebates, chargebacks, refunds, or payments.

Cancelling of complimentary items is not available as an option. Any unused value cannot be used in the manner in the preceding paragraph.

Overages

Costs for hosting, bandwidth, backup overages, and egress will be billed to the Client at prevailing rates depending on the provider used.

These charges will be collected as post-payments by the respective providers, not the Service Provider, unless otherwise stated.

Legal

The Service Provider is not liable to the Client, or any third party for damages, including lost profits, lost savings, or other incidental, consequential, or special damages arising out of the operation of, or inability to operate the application and/or website and any other web pages – even if the Client has informed the Service Provider of the possibilities of such damages.

The Client agrees to waive all liabilities and claims against the Service Provider.

If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.

The Service Provider’s decisions are final in all cases of related disputes.

Governing Law

This Agreement will be governed by and construed in accordance with the laws of Singapore.

Additional Maintenance Services

Minimum standards required for services

In order for Client’s existing environment to qualify for Service Provider’s website care, the following requirements must be met:

All servers with CentOS operating systems must be running 7, or 8.
All servers with Ubuntu operating systems must be running 18.04, or later.
All servers with Debian operating systems must be running 10, or later.
All client’s desktop PCs, notebooks and/or laptops with Microsoft Windows operating systems used to access the website must be running Windows 10 or later, updated to the latest version, and have all of the latest Microsoft Service Packs and Critical Updates installed.
All server and desktop software must be Genuine, Licensed and Vendor-Supported.
The environment must have a currently licensed, up-to-date, and vendor-supported server-based or cloud-based anti-virus solution protecting all servers, desktops, notebooks and/or laptops, and email.
The environment must have a currently licensed, vendor-supported server-based, or cloud-based backup solution that can be monitored, and send notifications on job failures and successes.
All wireless data traffic in the environment must be securely encrypted.
There must be an outside static IP address assigned to a network device, if any, allowing RDP or VPN access, if and as required.

Costs required to bring the Client’s environment up to these minimum standards are not included in this agreement.

Excluded Services

Service rendered under this agreement does not include:

Parts, equipment or software not covered by vendor and/or manufacturer warranty, or support.
The cost of any parts, equipment, or shipping charges of any kind.
The cost of any software, licensing, or software renewal or upgrade fees of any kind that is not provided by the Service Provider
The cost of any third party vendor or manufacturer support or incident fees of any kind.
The cost to bring Client’s environment up to minimum standards required for services.
Failure due to acts of God, building modifications, power failures, or other adverse environmental conditions, or factors.
Service and repair made necessary by the alteration or modification of equipment other than that approved by Service Provider, including alterations, software installations, or modifications of equipment made by Client’s employees or anyone other than Service Provider.
Maintenance of applications software packages, whether acquired from Service Provider, or any other source unless as specified in Appendix B.
Programming (modification of software code) and program (software) maintenance unless as specified in Appendix B.
Training services of any kind.

Copyrights

The Client guarantees to the Service Provider that any elements of text, graphics, photos, designs, trademarks, software, or other artwork that the Client provides the Service Provider for inclusion in the website is either owned by the Client, or that the Client has the permission to use them.

When the Service Provider receives the Client’s payment, copyright is automatically assigned as follows:

The Client owns the graphics, and other visual elements that the Service Provider creates for the Client over the course of this website care subscription, if applicable.

The Service Provider will give the Client access to a copy of all files and the Client should store them carefully as per their standards of procedures, as the Service Provider is not required to keep them, or provide any native source files that the Service Provider used in making them.

The Client also owns text content, photographs, and other data that they provided, unless someone else owns them.

The Service Provider also reserves the right to display and link to the Client’s completed website as part of their portfolio, and to write about the project on websites, in articles, and in books; in digital and print format.

Licensing

Software, themes, plugins, its source codes, and licenses belong to the respective developers, or authors.

Any software, themes, and/or plugins that are purchased or activated through the Service Provider are on a monthly or annual subscription basis, depending on what was agreed upon when the Client provided the approval.

The Client will have access to that software, theme, and/or plugin until the subscription period has ended. The Service Provider will not provide any support for the plugins without an active website care subscription.

The Client may still reach out to the software, theme, and/or plugin author for assistance, provided that support was included in the subscription if they made the purchase for the subscription directly with the software, theme, and/or plugin author.

The software, theme, and/or plugin author may choose not to provide any support for the software, theme, and/or plugin purchased by the Client, if the software, theme, and/or plugin subscription has expired, or lapsed.

Any software, plugins, and/or themes licenses used by the Service Provider are on a temporary loan basis to the Client to provide website performance optimisation, updates, backups, and security. These software, plugins, and/or themes will be immediately removed from the Client’s website on the last day of the effective subscription, should the related subscription not be renewed, expired, or has lapsed.

If that is not possible, the Service Provider can request the Client to remove these software, plugins, and/or themes from the Client’s website. The Client will do so with no objection.

Payments

All subscriptions, fees, charges, etc., collected by the Service Provider are prepayments. The Service Provider will charge the debit card, credit card, PayPal account, or Stripe account for usage for the current month, or year.

It is understood that any and all items, services, products, and solutions requested by Client that fall outside of the terms of this agreement will be considered Projects, and will be quoted and billed separately, and individually.

Hardware, and the purchase of hardware, if any, is not included in this agreement.

All charges for those items are to be paid by the Client immediately upon their approval, before they are installed by the Service Provider, in order to be used on the server, and/or website.

The payment schedule for website care will be as stated in the subscription page where the Client can make payment, and the subscription rate cannot be further negotiated to a lower rate.

The Client will have also been deemed to have agreed, and understood that the Service Provider will not commence any work until the payment has been received by the Service Provider.

Premium, and/or paid domain name(s) and SSL certificate(s) are not included in the subscription.

Live chat, conversational assistant(s), and conversational assistant(s) care subscriptions, if applicable, are not inclusive in the subscription and will be billed separately, unless otherwise stated.

Late fees

Interest accrued if payment is more than seven (7) days late is ten percent (10%) of the total cost of the invoice to be added every one (1) week, starting from the eighth day after the invoice is sent to the Client.

This late fee will apply to all website care subscriptions. Late fees cannot be waived.

Service outside business hours

Unless otherwise stated, emergency services performed outside of the business hours of 10 AM to 6 PM, Monday through Friday, excluding weekends, and public holidays, shall be subject to hourly rates, and whether these hourly rates are charged at preferential or standard rates depends on the website care subscription’s eligibility.

Service calls where no trouble is found

If Client requests for services from the Service Provider and no problem is found or can be reproduced by either party, the Client shall be billed at the current applicable rates for the time spent.

Transfer of agreement

The Client cannot transfer this contract to anyone else without the Service Provider’s written permission.

This agreement stays in place, and need not be renewed, unless otherwise stated.

If for some reason, one part of this contract becomes invalid, or unenforceable, the remaining parts of it will remain valid.

Suspension

The website care subscription cannot be suspended for any reason, unless the Client has written evidence that was provided to the Service Provider that the Client has ceased operations of their business.

Refunds

Strictly no refunds.

Renewal

The subscription price remains the same if the renewal for website care, unless otherwise stated, or informed to the Client in advance by the Service Provider. The Service Provider need only provide a minimum of two (2) weeks advance notice to the Client in such cases.

Complimentary products, services, and/or solutions will start to incur monthly or annual charges from the second year if the Client decides to renew. If the Client does not renew, the website will not be serviced at the end of the effective date of the complimentary website care coverage.

Cancellation

Written cancellation notice via email of a product, service, and/or solution must be sent to the Service Provider at least thirty (30) days before the end of the agreement and billing period for annual website care subscriptions.

Written cancellation notice via email of a product, service, and/or solution must be sent to the Service Provider at least fourteen (14) days before the next billing period for monthly website care subscriptions.

Failing to do so, the Client will be billed automatically by the system for the next billing cycle. This is an automated process, and cannot be undone.

Cancellation of the subscription within the agreed subscription period will incur the charges of the remainder of the agreed period immediately, if there is still a remaining period in the agreed length of agreement.

This agreement may be terminated by the Service Provider upon thirty (30) days written notice via email to the Client. It will be considered that the cancellation notice be received and acknowledged by the end client three (3) days after it was sent to the Client.

If either party terminates this agreement, the Service Provider may assist the Client in the orderly termination of services, including timely transfer of the services to another designated provider. The Client agrees to pay the Service Provider the actual costs of rendering such assistance, with no objections.

Functionalities, updates, and support for the product, services, and/or solutions will still be accessible until the remaining month or year of the effective subscription period.

When the Client re-subscribes, the costs of the products, solutions, and/or services will be chargeable at the then-effective prices.

Products, services, and/or solutions that are re-subscribed within six (6) months of a prior cancellation will not be eligible for any discounts, offers, and promotions.

The Service Provider’s decisions are final in all related cases of disputes.