This Service Agreement forms a template between the service provider and Customer identified in a signed Order Form. It becomes binding only when both parties accept an Order Form incorporating it.
1. Service and term
The provider supplies access to HotelDesk, documented integrations, backups, monitoring and support for the subscribed hotels and users. Subscription term, fees, taxes, payment dates and renewal are defined in the Order Form.
2. Availability
Target monthly availability is 99.5%, excluding announced maintenance, Customer systems, internet access, third-party services, force majeure and emergency security work. The remedy for a verified service-level failure is the service credit stated in the Order Form.
3. Support and changes
The published Support Process applies. The provider may update the service for security, compliance and reliability while avoiding material reduction of subscribed functionality. Custom work requires written scope and fees.
4. Data processing
The Customer is controller and the provider processor for Customer Data. The provider processes it only to provide and secure the service, maintain confidentiality, apply appropriate safeguards, control subprocessors, assist with rights requests and incidents, and delete or return data at termination subject to law and backups. Each party will meet its registration and notification duties.
5. Security, continuity and export
The provider maintains access controls, tenant isolation, monitoring, encrypted backups, restore testing and audit retention. No system is risk-free. The Customer manages authorised users and promptly disables departed staff. Data-export format, frequency and exit assistance are stated in the Order Form.
6. Fees, warranties and liability
Invoices are payable as stated in the Order Form. Each party warrants authority to contract and compliance with applicable law. Except for fraud, wilful misconduct, confidentiality breaches, data-protection liability that cannot lawfully be limited, or unpaid fees, aggregate liability is limited to fees paid for the affected service during the preceding twelve months. Neither party is liable for indirect or consequential loss to the extent permitted by law.
7. Termination and disputes
Either party may terminate for uncured material breach after 30 days’ written notice, or immediately for insolvency or unlawful use. Customer Data remains exportable for the period in the Order Form before deletion. Kenyan law governs; authorised representatives first negotiate in good faith before courts or any agreed arbitration process.
8. Order of precedence
Order Form, negotiated data-processing terms, this Service Agreement, then Terms of Use. Changes must be written and accepted by authorised representatives.