Services Provided:
Data Center will host the data servers and IT equipment for Customer as set forth on the Data Center Addendum, if any, that is signed by the Parties.
Service Provider will provide the managed IT services for Customer as set forth on the IT Services Addendum, if any, that is signed by the Parties.
Customer Obligations: During the Term of this SLA, Customer agrees to:
Ensure that all of Customer’s employees and contractors, if any, participate in regular security awareness training provided by the Westgate Computers;
Implement and maintain the security products recommended by Westgate Computers, including Zero Trust software and or, endpoint detection and response software, and email security software;
Provide Westgate Computers with the necessary and timely access to Customer’s facilities, systems and information necessary to perform the agreed upon services; and
Customer agrees to keep all software licenses, operating systems and hardware up-to date with current manufacturer or industry standards. Devices that cannot be updated will be listed as “Exceptions” in the Addendums. Devices listed as “Exceptions” are subject to limitations that may or may not prevent Westgate Computers from fulfilling it’s services to the fullest.
Fees and Payment:
Customer agrees to pay Westgate Computers a monthly fee for the services provided in the total amounts set forth on the Addendums. This fee is subject to annual review and adjustment based on changes in the scope of services or market conditions. Westgate Computers will provide Customer with 30 days’ advance written notice of any increase in the monthly fee.
Customer also will pay Westgate Computers for any additional items purchased by Westgate Computers on behalf of Customer and at Customer’s request, including hardware, software licenses, or third-party services. Customer will remit payment to Westgate Computers for any such items within 10 days after receipt of an itemized invoice from Westgate Computers.
Confidentiality: Both Parties agree to maintain the confidentiality of all proprietary and sensitive information shared during the Term of this SLA. Neither party shall disclose any confidential information to any third party without the prior written consent of the other Party, except as required by law.
CUSTOMER ACCEPTABLE USE POLICY: This Acceptable Use Policy (AUP), to the Data Center Addendum, describes activities prohibited on the Westgate Data Center network for the protection of Westgate Computers and its directors, officers, shareholders, partners, members, managers, employees, contractors or agents (collectively Representatives), IT systems, equipment, network, and other customers. Questions regarding this AUP should be directed to support@westgatecomputersdc.com. As used in this AUP, an associate of Westgate Computers is defined as any vendor or contractor supplying goods and services on behalf of Westgate Computers.
ABUSE: Customer shall not use Westgate Computers’ services or network to engage in, foster, solicit or promote illegal, abusive, or irresponsible behavior including:
1. conduct likely to breach any laws, codes, or regulations applicable to the parties (including conduct infringing or misappropriating intellectual property, trade secrets, confidential or proprietary information; or which is fraudulent, unfair, deceptive, or defamatory).
2. unauthorized access to, monitoring or use of, or interference with an internet account, computer, systems, networks, data, or traffic.
3. intentionally, knowingly, or recklessly introducing any malicious code into the services.
4. conduct violating rules and conventions of any domain registrar, email service, bulletin board, chat group, or forum used in conjunction with Westgate Computers’ services or network (including using false, misleading, or deceptive TCP-IP packet header information in an email or newsgroup posting);
5. deceitfully collecting, transmitting, or using information, or distributing software which covertly gathers or transmits information about a user.
6. distributing advertisement delivery software unless the user affirmatively consents to download and installation based on clear and conspicuous notice of the nature of the software and can easily remove software using standard tools included on major operating systems.
7. conduct likely to result in retaliation or adverse action against Westgate Computers or its services, network, website, or Representatives (including resulting in listing of Westgate Computers IP space on an abuse database).
8. conduct intended to withhold or cloak identity or contact information, registering to use Services under a false name, or using an invalid or unauthorized credit card in connection with services.
9. gambling activity violating any applicable codes of practice, required licenses or technical standards.
10. use of any Westgate Computers’ shared system in a way that unnecessarily interferes with the normal operation of the shared system, or consumes a disproportionate share of system resources; and
11. conduct creating a risk to safety or health, national security, or law enforcement.
OFFENSIVE BEHAVIOR: Customer shall not be abusive or offensive to or against Westgate Computers’ Representatives. Customer shall not publish, transmit or store on or via the services or network, any content or links to content that Westgate Computers reasonably believes relates in any manner to child pornography, bestiality, non-consensual sex acts, or live sex acts; or is excessively violent, incites or threatens violence, contains harassing content or hate speech, violates a person's privacy, is malicious or morally repugnant.
NO HIGH-RISK USE: Customer shall not use the services or network in any situation where failure or fault of the Services could lead to death or serious bodily injury of any person, or to physical or environmental damage (including in connection with aircraft or other modes of human mass transportation, or nuclear or chemical facilities).
VULNERABILITY TESTING: Customer shall not attempt to test the vulnerability of any Westgate Computers’ system or network or attempt to breach Westgate Computers’ security measures, by any means; provided, however, Customer may conduct vulnerability testing of Customer’s hosted system only with Westgate Computers’ prior written consent.
EXPORT CONTROL: Customer shall ensure all services provided by Westgate Computers are not used in breach of export laws, controls, regulations or sanction policies of the United States or Customer's applicable jurisdiction. Customer shall ensure services are not used by any person or entity suspected of involvement or affiliation with those involved in activities or causes relating to: human trafficking; illegal gambling; terrorism; narcotics trafficking; arms trafficking or the proliferation, development, design, manufacture, production, stockpiling, or use of nuclear, chemical, or biological weapons, weapons of mass destruction, or missiles.
COOPERATION WITH INVESTIGATIONS AND PROCEEDINGS: Customer agrees Westgate Computers may permit a relevant authority to inspect Customer's content or traffic if Westgate Computers is legally required to do so, provided Westgate Computers gives Customer reasonable prior notice (where permitted by applicable law and regulation). Westgate Computers may report to appropriate authorities any Customer conduct Westgate Computers believes violates applicable law without notice to Customer (including providing any information about Customer, its users or traffic). Westgate Computers may cooperate in response to a formal request from a law enforcement or regulatory agency investigating conduct Westgate Computers Datacenter LLC believes violates applicable law, or in a civil action that on its face meets the requirements for such a request. This section shall apply for the benefit of Westgate Computers notwithstanding any other provision in this SLA to the contrary.
DOMAIN NAMES, IP ADDRESSES AND DNS RECORDS: Customer shall maintain valid information with Customer's domain name registrar for any domain hosted on the Westgate Computers network, and only use IP addresses assigned to Customer by Westgate Computers in connection with the services. Customer agrees Westgate Computers may modify, transfer, or delete any DNS record or zone on Westgate Computers’ managed or operated DNS servers or services upon request from the registrant or administrative contact according to the registrar's WHOIS system.
CHANGES TO AUP: Westgate Computers may amend the AUP by publishing a revised version at www.wg-dc.com/information/legal/aup, or in the event of a material adverse AUP change by providing Customer 30 days written notice. The revised AUP shall become effective as to Customer on the first to occur of:
Customer's execution of a new or additional agreement for all or part of the services incorporating the revised AUP,
the first day of a Renewal Term beginning at least 30 days after a revised AUP publication, or
expiry of written notice of material adverse AUP change.
If compliance with the revised AUP would materially and adversely affect Customer's use of the services, Customer may terminate the affected services (without payment of an early termination fee) by giving Westgate Computers written notice of Customer's objection no later than 30 days following the date that the revised AUP would otherwise have become effective as to Customer; Customer may continue using the Services for up to an additional 90 days subject to the prior version of the AUP; and Westgate Computers may decide to waive the AUP change as to Customer in which case the notice of termination shall be of no effect.
AUP BREACH: If Customer breaches the AUP (including unintentionally, resulting from Customer's failure to use reasonable security precautions, or as a result of activity occurring without Customer authorization), then in addition to any other remedies afforded Westgate Computers in this SLA, Westgate Computers may block any content or traffic, suspend the services, or terminate the services in accordance with this SLA. No credit shall be available under this SLA, or the Addendums, for interruptions of services resulting from AUP breach. Customer’s use of the services to assist another person in an activity that would breach this AUP if performed by Customer is an AUP breach by Customer.