# CLOUD AND HOSTING SERVICES AGREEMENT
Date: 12 June 2029
Parties: Northstar Cloud UK Ltd and Fenwick Legal Publishers Ltd
## 1. Parties and purpose
Northstar Cloud UK Ltd (Company No. 10922145) hosts Fenwick Legal Publishers Ltd’s editorial platform in UK data centres from 12 June 2029. The services comprise production compute, encrypted object storage of 12 TB, daily backups retained 35 days, monitoring and a named service manager; development environments are separately charged.
## 2. Scope, price and subject
Fenwick pays £9,800 per month plus VAT, with a one-off migration fee of £22,000. Northstar may review price annually by CPI plus 3% on 90 days’ notice. Capacity above 12 TB is charged at £0.12 per GB-month. Fenwick remains responsible for application code, user credentials, lawful content and its own recovery testing.
## 3. Operating duties
Northstar targets 99.95% monthly production availability, measures it at the service boundary and excludes planned maintenance notified 48 hours ahead, Fenwick-caused incidents and force majeure. Critical incidents receive a 30-minute acknowledgement and hourly updates. Service credits are 10% of the monthly fee per failure, capped at 30%, without limiting a repeated-failure termination right.
## 4. Compliance, records and controls
Northstar maintains ISO 27001-aligned controls, encryption in transit and at rest, role-based access, tested disaster recovery and annual penetration testing. It notifies Fenwick of a personal-data breach without undue delay, restricts sub-processors through notice and remains responsible for them. The UK GDPR Article 28 schedule governs processing; transfers need a lawful Chapter V mechanism.
## 5. Term, ending and remedies
Fenwick owns content and personal data; Northstar owns its platform, tools and operational telemetry. Northstar may not mine identifiable editorial or subscriber data for advertising or model training. Each party keeps the other’s confidential information secure and returns or deletes it at the end, subject to legal retention and backup rotation.
## 6. Liability and reservations
The initial term is three years, renewing annually. Either party may terminate for uncured material breach or insolvency; Fenwick may terminate after two severity-one outages in a quarter. On exit Northstar provides encrypted export and 60 days of reasonable transition assistance, then securely deletes live environments after written confirmation.
## 7. Governing law and signatures
Liability is capped at 12 months’ fees, with a £2 million cap for confidentiality, data-protection and security obligations; fraud, death or personal injury from negligence and liability that cannot lawfully be limited are excluded from caps. English law governs and courts of England and Wales have exclusive jurisdiction. Directors Sana Malik and Robert Yeo sign.