General Terms & Conditions

  1. These Terms and Conditions as amended from time to time and contained on our website at (“Terms”) govern the relationship between ‘Iconology Ltd’, a company incorporated in England and Wales with company number 3591438 and registered address of ‘The New Barn Mill Lane, Eastry, Sandwich, Kent, England, CT13 0JW’ (“us”, “our”, “we”); and the person(s) listed as the client in our quotation (“you”, “your”) (“you” and “us” together “the Parties”).
  2. Our help desk contact details can be found at the following link:
  3. At all times our Services shall be provided to you in accordance with these Terms.


  1. These Terms come into force upon both parties agreeing the ‘Managed Service Agreement’. Other agreements such as Microsoft, VoIP, and others services will have their fixed terms stated at the time of quotation and/or upon request.
  2. Unless terminated by either Party in accordance with these Terms, we shall provide the Managed Service Agreement for an initial fixed term of 12 months which shall automatically renew, without us notifying you further, on the anniversary of the initial fixed term and on a rolling basis for a further fixed 12 months term on an ongoing basis (“Term”). You may terminate these Terms (and prevent automatic renewal of the Term for a further 12 months) by giving us at least 90 days written notice to expire the day before the anniversary of the commencement date. For the avoidance of doubt, where written notice is served, these Terms shall nonetheless continue until the end of that 12 month period.


  1. You shall pay the price set out in the Estimate which shall be increased annually in line with the Retail Prices Index (“Fee”).
  2. The Fee shall be payable in no less than equal monthly installments within the number of days stated within the invoice.
  3. If you fail to pay on the due date any amount payable to us, that amount shall bear interest from the due date until payment is made in full at the rate of 8% per annum over the Bank of England base rate from time to time in force.
  4. Failure to pay within the credit terms can result in the reduction or removal of your future credit with Iconology Ltd.
  5. All sums contained in the Estimate are exclusive of VAT, and you are responsible to pay an amount equal to any VAT chargeable on those sums on delivery of a valid VAT invoice.
  6. All sums due to us must be paid in full without any set-off, counterclaim, deduction, or withholding (other than any deduction or withholding of tax as required by law).
  7. We reserve the right to refuse or suspend our services in the event that you fail to pay any invoice within the due term date.
  8. Any services which are outside the Estimate including but not limited to, any maintenance provided outside of normal business hours or services outside of the Estimate shall be charged in accordance with our current rates card as amended from time to time and shall be invoiced at the end of each month, payable within due date stated within the invoice unless otherwise agreed in writing.
  9. We do not accept payment by Cheque, please view the invoice for our preferred payment method or contact for other payment options.
  10. If any sums due to be paid by the Customer to Iconology Ltd remain outstanding for a period of more than 14 days beyond the Due Date, Iconology Ltd may without limiting its other rights or remedies:
    • suspend all the provision of all Services, during which time all charges and interest shall continue to accrue; or
    • terminate the agreement with immediate effect by giving written notice to the Customer.
  11. All services, assets, and digital assets provided by Iconology Ltd shall remain the property of Iconology Ltd until full payment has been received from the client. Until such payment is received, the client shall have no ownership rights over the services, assets, or digital assets provided.


  1. Our general SLA details can be found with the ‘Managed Service Agreement’ associated with the provided service.
  2. Our Fee is based on the following assumptions and we reserve the right in our sole discretion to amend the Fee in the event any of these assumptions are found to be incorrect:
    • for up to three user devices being a desktop computer, a laptop computer or a mobile phone. It is entirely at our sole discretion as to what constitutes a user device; and
    • Services being carried out during business hours (9am – 5:30pm, Monday – Friday) only; if you request any services or services outside of normal business hours, we shall endeavour to provide these subject to our availability and if applicable, an additional fee; and
    • The understanding that your systems are in good condition and our serviceability requirements/standards and site environmental conditions are met; and
    • Your support and commitment to providing time/scheduling for network device reboots with your staff and/or users support; and
    • you satisfying recommended backup schemes and having appropriate Antivirus Software with current updates; and
    • You authorising us to make secure remote access to your Network (e.g. Datto-RMM, VPN, Terminal Server, Telnet, SSH, RAS or other solution expressly approved by the Service Provider).
  3. We reserve the right to:
    • revise the Fee based on additional locations, hardware, software, hardware support requirements, and/or services; and
    • to inspect your system and network upon the commencement of the term of the Service for the purpose of running diagnostic tests and capability of the system and network. Unless stated otherwise, this inspection shall be charged using our standard hourly billing rates. We reserve our right to amend the Fees following this inspection; and
    • suspend or terminate our Services if in our sole discretion, conditions at the service site pose a health or safety threat to any of our representatives;
    • increase service fees to our clients of up to 8% during in term agreements to cover any increased costs our supplier may apply to us.
  4. For the duration of the Term we will have sole privileged access to all devices and software covered by this agreement. We will have sole discretion as to what constitutes privileged access.
  5. Services required or requested outside the scope of this Estimate may not be exchanged for days or services within this Estimate. Outside of scope support services are available and will be provided on either a time and material, or project basis.


  1. It is your responsibility to:
    • promptly notify us of any events/incidents applicable to the rendering of the Services to you and/or any additional services;
    • to provide not less than 60 days’ notice to us of your intention to add or remove locations. We reserve the right to renegotiate these Terms with respect to the addition or removal of locations as a result of your relocation or otherwise. Such right includes the right to refuse service to your network at the relocation and/or new site;
    • provide us with such information or access to your systems in connection with the Services as required to perform the Services. At no time shall we be liable to you in the event that you fail to give us proper access to your network, systems or such information required to perform the Services, including without limitation access to your server and passwords;
    • designate a managerial level representative to authorise us with such access as required by us to perform the Services and where possible, such representative shall be present whenever our representative is on-site. This contact information shall be outlined in the ‘Managed Service Agreement’, and it is your responsibility to inform us of any such changes 30 days in advance;
    • at all times act in accordance with any and all reasonable instructions issued by us in relation to the Services; and
    • act in accordance with the terms of all licences provided under any software used to provide your Services or any other services.
  2. At all times you shall ensure that any third party engaged by you or any of your employees do not obstruct or hinder our ability to perform the Services.
  3. You assume full responsibility for the overall effectiveness and efficiency of the operating environment in which the network or system is to function.
  4. The Parties will agree and implement a proper system of maintenance, patching and reboots.
  5. We shall not be liable for any failure to provide the Services or any part thereof which arises out of your failure to follow any of our instructions.
  6. In order for Us to provide You with the agreed Service, You agree to follow Our process for lodging of Service Requests as outlined in the ‘Managed Service Agreement’


In addition to other limitations and conditions set out in these Terms, the following service and support limitations are excluded from the Services and each will incur a further charge:

  • cost of consumables, replacement parts, hardware, software, network upgrades and associated services;
  • New equipment not purchased through Iconology Ltd will incur a setup charge at £70 +VAT for clients within a ‘Managed Service Agreement’;
  • except as otherwise stated in the ‘Managed Service Agreement’, all server, network device and software upgrades;
  • manufacturer warranty parts and labour/services;
  • application software support is limited to the manufacturer’s products listed in the ‘Managed Service Agreement’;
  • printer maintenance support is limited to non-warranty servicing of printer products;
  • restoration of lost data caused by systems and/or hardware failure.


  1. We give no warranties and make no representations in relation to the Services or any other service performed by us.
  2. All warranties and conditions whether express or implied by statute, common law or otherwise are excluded to the maximum extent permitted by law.
  3. Neither we, nor any of our directors, employees or other representatives shall be responsible for any special, incidental, indirect, or consequential damages of any kind including, without limitation, those resulting from loss of data, income, profit, and on any theory of liability, arising out of or in connection with the Services or any other services or use thereof even if it has been advised or has knowledge of the possibility of such damages.
  4. We shall not be liable for loss of use your network or system or for any other liabilities arising from alterations, additions, adjustments or repairs which have been made to your network or system as a result of the Services or any services performed by us.
  5. Our total aggregate liability to you shall never exceed the total fees paid by you to us in the 12 month period immediately preceding the relevant claim;


Notice can be given by either party to terminate the support contract by giving 90 days’ written notice prior to the anniversary date. Termination will then become effective on the anniversary date of the contract.

Upon notification Iconology Ltd, will supply the Client as soon as is reasonably practical with details of all service, software and license agreements under their control and will provide any information requested by the Client or any new supplier.

  1. Either Party shall have the right to terminate the Terms under any of the following conditions:
  • if the other Party is declared insolvent or bankrupt;
  • if a winding-up, administration or freezing order is made against the other Party and not dismissed within 90 days to declare one of the Parties bankrupt and/or for a reorganisation under the Bankruptcy Law or any similar statute;
  • if the other Party commits a material breach of these Terms which are not remedied within 30 days of receiving written notice of such breach;
  • if a Trustee in bankruptcy or a receiver or similar entity is appointed for the other Party.

2. We have the right to terminate these Terms and/or suspend our Services immediately if:

  • you fail to pay us within 30 days from the due date of any invoice;
  • any member of our staff is subjected to threatening or abusive behaviour/language from you. What constitutes threatening or abusive behaviour/language will be at our reasonable discretion.


  1. Upon termination of these Terms for any reason, all hardware and software installed by us that was required to conduct network support services is our property and will be surrendered and returned to us immediately.
  2. We will only return your access codes, credentials for administrator accounts, and access once all sums properly due to us have been paid.
  3. On termination of the Service/Contract the Customer shall immediately pay to the Supplier all of the Supplier’s outstanding unpaid invoices and interest and, in respect of Services and Equipment supplied but for which no invoice has been submitted, the Supplier shall submit an invoice, which shall be payable by the Customer immediately on receipt.
  4. Termination of the Contract shall not affect any rights, remedies, obligations, and liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination.
  5. Any provision of the Contract that expressly or by implication is intended to have effect after termination shall continue in full force and effect.


  1. You acknowledge that we are involved in a highly strategic and competitive business. You further acknowledge that you would gain substantial benefit and that we would be deprived of such benefit if you were to directly hire any personnel employed by us.
  2. You shall not, without our prior written consent, either directly or indirectly, by or through itself, its affiliate, its agent or otherwise, whether for its own benefit or for the benefit of any other person solicit, entice or induce, or employ or engage or offer to employ or engage any employee during the Term and for a period of 1 year following termination (however arising) or expiry of these Terms.
  3. You acknowledge that it would be extremely difficult to ascertain the amount of damages resulting from a breach of the Clause above. In the event of a breach of this provision, you shall immediately pay to us by way of liquidated damages an amount equal to 60% of the employee’s total annual renumeration and we shall have the right to terminate our Services without further notice or liability to you. The amount of the liquidated damages reflected herein is not intended as a penalty and is reasonably calculated based upon the projected costs we would incur to identify, recruit, hire and train suitable replacements for such personnel.


  1. We acknowledge that in the course of providing our Services, certain non-public personal and otherwise confidential information relating to you, including your customers, consumers or employees may be disclosed to, received by or otherwise come to our attention. We shall regard any and all such information as confidential and shall (unless otherwise required by law or a competent Court or Tribunal):
  • keep confidential all such information; and
  • take commercially reasonable steps to not disclose, reveal, copy, sell, transfer, assign, or distribute any part or parts of such information in any form, to any person or entity, or permit any of its employees, agents, or representatives to do so for any purpose other than that which serves you or as expressly and specifically permitted in writing by you or as required by applicable law.
  1. You acknowledge that:
    • you are responsible for keeping records and information of our business, customers, consumers, and employees, confidential;
    • all information and services, consulting techniques, proposals and documents disclosed by us to you or which comes to your attention during the course of business and provided under these Terms constitutes our valuable assets and are, and confidential and/or proprietary to us;
  2. For our Privacy policy please follow this link Privacy Policy.


  1. We shall maintain at our sole expense:
    • general liability insurance for personal injury and property damage for a general aggregate of £2,500,000 any one incident;
  2. On request prior to commencing a project or work, we shall furnish you with insurance certificates, including renewal certificates, evidencing such coverage within 10 days from the date of such request.


  1. Sole Agreement: The Estimate together with these Terms constitute the entire and only understanding and agreement between the Parties hereto with respect to the subject matter hereof and, except as expressly set forth herein, may be amended only by a writing signed by each of the Parties hereto.
  2. Severability: If a court of competent jurisdiction determines that any terms or provision of this Estimate together with these Terms are invalid or unenforceable, such determination shall not affect the validity or enforceability of the remaining Terms, which shall continue to be given full force and effect.
  3. Captions: The captions of the paragraphs of these Terms are for convenience only and shall not affect in any way the meaning or interpretation of these Terms or any of the provisions hereof.
  4. Binding Effect: These Terms shall be binding upon, and shall enure to the benefit of, the Parties hereto and their heirs, legal representatives, personal representatives, administrators, successors, and permitted assigns, as the case may be.
  5. Waiver: Any failure of either Party to comply with any obligation, covenant, agreement, or condition herein may be expressly waived, but only if such waiver is in writing and signed by the other Parties. Any such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement, or conditions shall not operate as a waiver of and/or set precedence with respect to any subsequent and/or other failure.
  6. Governing Law: These Terms and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter or formation shall be governed by and construed in accordance with the law of England and Wales. Each Party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.
  7. Assignment: These Terms and the rights and duties hereunder shall not be assignable by you hereto except upon our written consent. At all times, we shall be permitted to assign these Terms and the rights and duties hereunder without your written consent.
  8. Force Majeure: We shall not be liable for any problems due to external causes beyond its control including, but not limited to, terrorist acts, natural catastrophe, fire, flood, or other act of God, and/or power failure, virus propagation, improper shut down of the network and related network systems/services.



When you contact us to lodge a service request only the methods below must be used:

Include a short description of the problem and any screenshots of errors to assist in the resolution of the issue.

If the issue is being lodged by either phone or external email you must include your name, company, return contact details and request a ticket number for your records.

Service requests must not be lodged directly with technicians, as this detracts them from resolving the current issue.


Service Requests that must be addressed outside of business hours must be lodged by phone (charges apply for after hours work). If not, the Service Request will be viewed on Our next Business Day.

Microsoft Customer Agreements