Managed Services Agreement (MSA)
Computing Dynamics Limited
Version 2026.01 – Effective January 2026
1. What This Agreement Covers
This Agreement sets out how Computing Dynamics Limited (“we”, “us”, “the Supplier”) will provide IT services to you (“the Customer”). It explains the services we provide, what’s included, what’s not included, responsibilities on both sides, fees and billing, legal terms, and the Schedules that form part of this Agreement.
2. Term & Ending the Agreement
- 36-month term.
- You may leave at any time with 90 days’ written notice.
- No early termination fees.
- Third-party services continue until cancelled or transferred.
- Offboarding support is chargeable unless otherwise agreed.
3. Service Tiers
- Pre-Paid Support
- Cyber Protection Service
- Proactive Network Support (unlimited support)
4. Customer Responsibilities
- Maintain valid licensing and supported systems.
- Provide access when needed.
- Maintain internet and power.
- Enable MFA for all users.
- Notify us of user/device changes within 24 hours.
- Maintain accurate user/device counts for billing.
- Follow reasonable security recommendations.
5. Supplier Responsibilities
- Deliver services with reasonable skill and care.
- Provide monitoring, patching, and cyber security services.
- Provide unlimited support under Proactive Network Support.
- Provide monthly reporting where included.
- Maintain appropriate insurance.
6. Support & Service Desk
- Business Hours: 08:45–17:30 Monday–Friday (UK).
- Unlimited support under Proactive Network Support.
- Pre-Paid Support deducted in 30-minute increments.
- Emergency out-of-hours support available at additional cost.
7. What’s Not Included
- Hardware.
- Licensing.
- Project work.
- Migrations.
- Unsupported systems.
- Third-party outages.
- Remediation of pre-existing issues unless agreed.
8. Cyber Security
- Unified Security Package billed per active user/device.
- Customer must notify us of offboarding.
- No liability for unreported changes.
- Customer must follow minimum security standards in Schedule C.
9. Fees & Billing
- Managed services billed monthly in advance.
- Third-party services billed monthly in arrears.
- Fees are non-refundable.
- Variable billing applies to user/device counts.
- Late payment may result in suspension of services.
10. Liability
- General liability cap: 12 months of fees.
- Cyber liability cap: £100,000.
- Backup liability cap: 12 months of fees.
- No liability for consequential losses.
- No liability for Customer-caused security breaches.
11. Data Protection
We comply with UK GDPR and the Data Protection Act 2018. A Data Processing Addendum (DPA) can be added if required.
12. General Terms
- This Agreement is the entire agreement between us.
- Amendments must be in writing.
- English law applies.
- Disputes handled under UK jurisdiction.
Schedule A — Service Description
1. Pre-Paid Support
- Remote and on-site support.
- Deducted in 30-minute increments.
- Valid for 12 months.
- Non-refundable.
2. Cyber Protection Service
- Email security.
- Endpoint protection.
- Patch management.
- Threat detection.
- Microsoft 365 security monitoring.
- Device monitoring.
- Security awareness training.
3. Proactive Network Support
- Unlimited remote support.
- Unlimited on-site support.
- Monitoring and patching.
- Microsoft 365 administration.
- Network and firewall management.
- User and device onboarding.
- Monthly reporting.
Schedule B — Service Levels (SLA)
Response Times
| Priority | Example | Response Time | Target Resolution |
|---|---|---|---|
| P1 | Outage, major business impact | 1 hour | Same day |
| P2 | Significant impact | 4 hours | 1–2 days |
| P3 | Standard issue | 8 hours | 3–5 days |
| P4 | Minor request | 2 days | Best effort |
Availability
- Service Desk available during Business Hours.
- Out-of-hours support available at additional cost.
Schedule C — Cyber Security Package
Included Controls
- Endpoint protection (EDR).
- Email filtering.
- Threat detection.
- Patch management.
- MFA enforcement.
- Microsoft 365 security baseline.
- Device compliance policies.
- Security awareness training.
Customer Security Requirements
- MFA enabled for all users.
- Supported operating systems only.
- No shared accounts.
- Admin accounts protected by MFA.
- Notify us of user/device changes.
Schedule D — Fees & Billing Rules
1. Managed Services
- Billed monthly in advance.
- Per-user and per-device billing.
2. Third-Party Services
- Billed monthly in arrears.
- Charged at cost.
- Subject to vendor price changes.
- Non-refundable.
3. Variable Billing
- User/device counts taken on the 1st of each month.
- Customer must notify changes within 24 hours.
- Offboarded users/devices remain billable until removed.
- New users/devices become billable immediately.
4. Payment Terms
- 14-day payment terms.
- Late payment may result in suspension.
Schedule E — Customer Onboarding Requirements
Customer Must Provide
- Admin access to systems.
- User list.
- Device list.
- Network diagram (if available).
- Microsoft 365 tenant access.
- Contact details for key staff.
Onboarding Timeline
- Typical onboarding: 2–4 weeks.
- Security deployment: 1–3 days.
- Documentation: 1–2 weeks.
Schedule F — Pricing Schedule
1. Managed Service Fees
1.1 Per-User Fees
Charged monthly in advance based on active users on the 1st of each month.
1.2 Per-Device Fees
Charged monthly in advance based on active devices on the 1st of each month.
2. Third-Party Services
- Billed monthly in arrears.
- Charged at cost.
- Subject to vendor price changes.
3. Project Work
Quoted separately as fixed price or hourly.
4. Variable Billing Rules
- Counts taken on the 1st of each month.
- Customer must notify changes within 24 hours.
- Offboarded users/devices remain billable until removed.
5. Payment Terms
- 14-day payment terms.
- Late payment may result in suspension.
6. Annual Review
Pricing will be reviewed annually to assess any changes in vendor pricing, inflation, or security requirements. Managed service fees will not increase during the contract term except as set out in the Price Protection clause below. If an increase is required due to vendor price changes, customer requirements, additional users/devices, or mandatory security/technology changes, you will be notified at least 30 days in advance.
7. Discounts & Minimums
Discounts apply only while minimums are maintained.
Charges
Out-of-hours support, emergency callouts, unsupported systems, and incident response may incur additional fees.
9. Price Protection
The Supplier guarantees that managed service fees will not increase at any point during the contract term. Exceptions: vendor pricing increases, customer requirements change, additional users/devices added, mandatory security or technology changes. 30 days’ notice will be provided.
