This Supply of Service Agreement ("Agreement") is entered into between Red Road Systems Limited ("Service Provider" or "Company") and our Clients (the “Client”) collectively referred to as "Parties". This Agreement governs the provision of IT services by the Service Provider to the Client and outlines the rights and responsibilities of both Parties.
The Service Provider shall provide the following services to the Client:
The specific details of performance standards, uptime guarantees, response times, and any agreed-upon SLA shall be defined in a separate SLA document or appendix that is mutually agreed upon and incorporated into this Agreement.
This Agreement shall commence on the effective date specified in the appropriate SLA and continue unless terminated earlier as per the provisions of this Agreement. Upon completion of the initial term, this Agreement will automatically renew for successive periods unless either Party provides written notice of termination prior to the end of any term.
The Client shall pay the Service Provider the fees as agreed upon in a separate agreement, quotation, or as specified in the SLA. In the event of late payment, the Service Provider reserves the right to suspend or terminate services until payment is received.
Both Parties agree to maintain the confidentiality of any proprietary or confidential information obtained during the provision of services. This includes but is not limited to business strategies, trade secrets, customer information, or any other information that may be reasonably considered confidential.
Any intellectual property developed, created, or used by the Service Provider in the course of providing services shall remain the property of the Service Provider, unless otherwise stated in a separate agreement between the Parties.
To the maximum extent permitted by applicable law, the Service Provider's liability for any claims or damages arising out of this Agreement shall be limited to the total fees paid by the Client to the Service Provider.
Either Party may terminate this Agreement if the other Party breaches a material provision and fails to remedy such breach upon receiving written notice of the breach.
This Agreement shall be governed by and construed in accordance with the laws of Hong Kong. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Hong Kong.
This Agreement, along with our Terms and Conditions and Privacy Policy, represent the entire understanding and agreement between the Parties, superseding any prior agreements, proposals, or representations, whether written or oral.