Terms and Conditions of Support Services
Software Support / Network Infrastructure Support
Terms and Conditions
1. Any agreement in place is between Humber-Thames Marketing Limited, trading as Minerva (“We/Us/Our”) with company number 01803671 and principal address of Orchard House, Mutton Lane, Potters Bar, Hertfordshire EN6 3AX, UK, and any individual or company with whom Minerva is in contract with (“Customer/You/Your”).
2. Law and jurisdiction: These terms and conditions will be governed by and construed in accordance with English Law, and any disputes relating to these terms and conditions will be subject to the [non-]exclusive jurisdiction of the courts of England & Wales.
3. Proprietary Rights: Unless specifically stated otherwise, all intellectual property rights in the Licensed Materials or Deliverables belong to Us. You have the right to use the Software in accordance with this Agreement and You must notify Us immediately if you become aware of any unauthorized access, use, copying, or disclosure of the Licensed Materials. You must also permit Our staff remote access to ensure compliance.
4. Our Support agreements will automatically renew on the anniversary date, which will normally be annually unless otherwise agreed. The agreement renewal date will be made clear on support invoices.
5. The agreement may be terminated by the customer by giving Minerva a minimum of 90 days’ notice in writing prior to the first period for which a support or maintenance charge is made (usually annual renewal unless otherwise agreed).
6. Payment of a support charge shall be due and owing on the commencement date of any period during which a support charge is payable.
7. Minerva agrees to provide the following support and maintenance service, providing the Customer’s account is paid up to date:
Advice and assistance on difficulties experienced by the Customer relating to the software or hardware.
Such advice will in the first instance be provided between the hours 08:30 – 17:30, Monday to Friday.On-site support will be provided as necessary, and response will be within one working day.
Minerva reserves the right to and would normally charge for any on-site support.Support outside normal working hours may be available but will be charged at a premium rate, usually an additional 50%.
Assistance may be provided by remote dial-in to the Customer’s system.
Provision for this service will be supplied by the Customer in terms of infrastructure and software in agreement with Minerva.If appropriate, maintenance of documentation for the software in accordance with the procedures of the relevant software authors.
The regeneration or replacement of any part of the software (not data) which becomes inoperative due to hardware or software malfunction.
To make available to the Customer the latest modifications and enhancements to the software.
Where the software authors apply charges for the new releases, Minerva reserves the right to pass these charges on to the Customer for new issues.
8. The Customer shall ideally provide a suitably trained, qualified, and experienced person to receive information and operate the system locally. In the absence of such a person, Minerva reserves the right to charge for remote support.
9. Minerva shall give maintenance and support top priority and, in this respect, response will be performed in-line with stated SLA’s. Minerva shall not be liable for the delay or any non-performance of any Software that is outside its reasonable control.
10. Please note that Minerva is a Software Value Added Reseller and has existing and long-standing relationships with many third parties. Some Licences are supplied by Minerva in accordance with current Terms and Conditions of those third parties, which may take precedence over Minerva’s own.
11. Minerva is flexible and support is broadly defined as diagnosing/fixing something that was working previously but has stopped working.
A support contract entitles the customer to a 4-hour response to server/network-wide issues and an 8-hour response to workstation issues.
Where appropriate this would normally include travel time. These are the accepted standard Service Level Agreements (SLA), unless specifically stated in a superseding agreement.
12. Minerva does not provide any hardware maintenance other than in conjunction with a manufacturer’s warranty.
Minerva will assist in third-party liaison as required.
In the event of a complete server hardware failure and providing that a backup/disaster recovery plan is in place, then Minerva undertakes to retrieve the infrastructure situation within the support contract and at no cost to the client.
13. Although Minerva supports the installation of anti-virus and anti-malware software, any problems caused by malicious code (i.e., virus, spyware, malware, adware, worms, Trojans, etc.) are not covered under any support contract and all time, whether remote or on-site, is charged at standard rates.
14. Cybercrime is an increasing threat to all businesses and vigilance is key.
Minerva cannot accept any responsibility if you or your customers transfer funds to the wrong bank account.
Always speak to Minerva if you are in any doubt before transferring any money.
Be aware:
Be suspicious if you are asked for your bank details or to change customer/supplier bank details.
Be cautious of scams and phishing emails — especially with attachments or links.
Phishing emails may contain fraudulent phone numbers or email addresses.
Minerva will not change our bank details without telling you by letter or in person.
Any incorrect payments made remain your liability.
Minerva recommends:
Cyber Essentials Certification, a government-backed scheme that helps protect against the most common cyber-attacks.
Staff awareness and training on cybercrime threats, reviewed regularly.
15. Minerva is flexible and will provide telephone support and, where possible, dial in to diagnose and attempt to fix systems that have stopped working or functioning as expected.
Please see inclusions and exclusions below.
16. Specific inclusions:
Server inaccessible
Email problems
Backup failure
Printing issues
Anti-malware stops updating
Spam filter stops working
Internet failure – via third-party liaison
Access from remote offices / remote workers
17. Specific exclusions:
Any fault/fix, installation, or consultancy time on-site
Setting up new Customers
Changing server configuration, adding new functionality
Relocating equipment
Installing new software / enabling new functionality
Upgrading Application software or other systems
New hardware installations
Escalation beyond initial diagnosis of an issue with a third-party ISP
Eliminating spam completely
Resolving problems caused by Customer misuse
Training – remote or on-site
Third-party Application software support
*Unless superseded by a separate agreement.
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