Rotamap Services Specification
Revision AH : February 2019
- This document sets out the SPECIFICATION for the Rotamap online service or services (referred to as ‘the Service’) as provided by Rotamap Ltd, Company No. 04551928, to the Client.
- This SPECIFICATION is a counterpart to the “NHS Terms and Conditions for the Provision of Services” contract of January 2018 otherwise referred to as the NHS STANDARD CONTRACT.
- Specific details of the Service such as the Service types, dates, term, contract duration, charges and other fees, which constitute the SERVICE DETAILS, are set out separately in the AGREEMENT.
- The Service is provided on an annual term and on an annual rolling basis and is subject to the termination clauses set out in this SPECIFICATION unless otherwise specified in the AGREEMENT.
- The ENTIRE SERVICE TERM is the entire term over which the Service is provided by Rotamap to the Client.
- The SERVICE START DATE is the date the initial Service setup meeting is held unless otherwise specified in the AGREEMENT. The SERVICE START DATE shall be considered the ACTUAL SERVICES COMMENCEMENT DATE for the NHS STANDARD CONTRACT.
- The RENEWAL DATE is the date at which the AGREEMENT is set to renew. This will be on each anniversary of the SERVICE START DATE unless otherwise noted in the SERVICE DETAILS or otherwise agreed by Rotamap in writing.
- The NOTIFICATION DATE is the date by which notification of the RENEWAL DATE is to be provided by Rotamap. The NOTIFICATION DATE is four months prior to the RENEWAL DATE.
- The TERMINATION DATE is the date by which either party must provide the other with notification of its intention to terminate the Service, thus ending the ENTIRE SERVICE TERM. The TERMINATION DATE is three months prior to the RENEWAL DATE.
- The AUTHORISED USERS of the Service are the designated parties given access by the Client to the Service.
- ROSTERED STAFF refers to all grades of staff whose activity is managed through the Service.
- ROSTERED STAFF may include UNSUPERVISED GRADES, which refers to all consultants and any other grade of staff that do not require supervision, including SAS grades.
- ROSTERED STAFF may include SUPERVISED GRADES, which refers to all training grades, and all other grades that require supervision.
- The SITES and/or LOCATIONS for the provision of the Service are deemed to be the department administrative offices of the Client.
- The ELECTRONIC SERVICES INFORMATION is the general description of the Rotamap services as publicly available and updated from time to time on the Rotamap website at www.rotamap.net, which shall comprise the Electronic Services Information for the NHS STANDARD CONTRACT.
- The Client will provide Rotamap with the CONTACT DETAILS of key staff, including the authorised officer or representative of the Client department(s) using the Service who, if not otherwise instructed by the Client, will be deemed to be the Clinical Lead of each applicable department, and will undertake to keep this information up-to-date.
2 The Service
The Service comprises of the provision of web-based software for the management of sessional clinical staff rotas.
The Service includes:
- Access to a secure account on the Service for the Client and its AUTHORISED USERS.
- Hosting of the Service software, the Client’s account and associated data on secure, managed computer servers.
- Support for all aspects of the system.
- Technical maintenance of the Service software.
- Upgrades to the Service software as they are released.
- Email alerts, text messaging (SMS) alerts and mobile phone applications, together known as MESSAGING SERVICES.
- XML and/or other data feeds, together known as DATA FEED SERVICES.
- The Client’s use of the Service is governed by this SPECIFICATION.
- CHARGES are based on the number of ROSTERED STAFF whose activity is managed through the system.
- AUTHORISED USERS of the Service will be those designated by the Client to have access to the Service, such as administrators and clinical staff. AUTHORISED USERS include external parties given access to the system by any means, including DATA FEED SERVICES and MESSAGING SERVICES.
- AUTHORISED USERS include ADMINISTRATIVE USERS of the Service who are designated by the Client to administer the Service and its AUTHORISED USERS. The Client is responsible for maintaining the contact details for ADMINISTRATIVE USERS on the System and ensuring they are correct.
- Rotamap will liaise with ADMINISTRATIVE USERS to support the Service. Rotamap staff will have access to the account for maintenance, monitoring, reporting and support purposes only.
- Unless otherwise agreed by Rotamap the Client will not: allow those who are not AUTHORISED USERS access to the Service; modify, adapt, enhance, translate, reverse engineer, decompile, disassemble or attempt to discover the source code of the Service; or allow the Service to become incorporated or integrated in any other programs, software or hardware.
- Computer servers hosting the Service will be maintained in secure, managed facilities. Where these are managed by a Third Party, Rotamap will make all reasonable efforts to ascertain best possible standards of service and assume responsibility for any interruption to the Service where this can be determined to be the fault of Rotamap or one of its suppliers. Rotamap will not permit physical access to its server hosting facilities to any parties other than its own employees and suppliers.
- Service support is provided by email and telephone only unless provision of the Service is not possible by these means. Support will normally be provided by email at firstname.lastname@example.org or other email address as provided by Rotamap to the Client.
- Unless otherwise agreed between Rotamap and the Client, Service support will only be provided to AUTHORISED USERS.
- Service support is generally available during our normal operating hours of 08:30–17:00 UK time Monday to Friday other than public holidays and between the Christmas and New Year public holidays.
- All efforts will be made to respond to support requests within a reasonable time-frame and within 24 hours of the query being placed, within the working hours set out in this SPECIFICATION. Where an immediate resolution is not possible Rotamap will endeavour to provide a response as quickly as is feasible and to keep the Client informed.
- Emergency requests will be given priority. This status will be determined by Rotamap, with all due consideration to the Client. Where the request involves a failure of the Service as provided by Rotamap, all efforts will be made for an immediate resolution.
- The performance of the Service is dependent on the Client having a sufficiently capable local network, user computers and a good quality internet connection. Rotamap takes no responsibility for the performance of the Service where this is adversely affected by the Client’s network or computer hardware, or where the Service is impinged upon by services provided by other suppliers to the Client.
3 Service Implementation and Training
- The Client is expected to ascertain the Service’s suitability for its purposes prior to commencing implementation of the Service.
- The Service will be implemented by Client staff, normally the ADMINISTRATIVE USERS, with assistance from Rotamap.
- Rotamap will not be liable in any way if the Client is unable to operate the Service in conjunction with its existing systems and programmes.
- Rotamap will not be responsible for the delay of the implementation of the Service should this be caused by the failure or delay of the Client to provide the required information or data and any agreed fees will still be charged.
- Rotamap shall provide training, advice and guidance to the Client in the application of the Service during the implementation period. Rotamap may also provide additional training to the Client’s ADMINISTRATIVE USERS should there be any significant revisions to the Service for which this is deemed necessary, such training requirements to be determined by Rotamap with all reasonable consideration to the Client. Thereafter it is expected that the Client will provide all further training to its ADMINISTRATIVE USERS and other designated users of the Service.
4 Management and Assessment
- The Contract will be administered on Rotamap’s behalf by a member of Rotamap’s Operations Team unless otherwise communicated to the Client.
- Rotamap undertakes to provide reports on the progress of the implementation process at least once every six weeks until the Service is fully implemented.
- After implementation the live rota information itself will be considered to constitute the contract Management Report, which report may be reviewed at the convenience of the Client and discussed by the Client with Rotamap in meetings held at the mutual convenience of both, such meetings to be normally conducted by telephone.
- Rotamap undertakes to assist the Client in configuring the Management Console component of the Service where provided, or periodic automated reports, to provide Key Performance Indicator (KPI) Assessments and Management Information to the Client on a self-service basis.
- Where quality standards are to be assessed the quality control processes to be used for assessment will be Rotamap’s software release notification process.
5 Service Interruption and Business Continuity Plan
- Rotamap shall undertake occasional upgrades to the Service. Where a disruption in the Service is anticipated the Client will be notified in advance and such upgrades undertaken after normal working hours wherever possible.
- Notice of upgrades, downtime and other announcements will be sent by in-Service notification. ADMINISTRATIVE USERS will take full responsibility for reading all such notifications and taking the appropriate action on behalf of the Client.
- In case of a serious hardware or network
failure Rotamap reserves the right to inform the Client’s ADMINISTRATIVE
USERS that a Business Continuity Event has occurred and effect its
Business Continuity Plan to relocate the Service to a secondary site
using backup data.
Access to the secondary site may use a different web address from that
Additional and/or alternative contingency arrangements may include:
- Creating a PDF file of the current rota and emailing or faxing the PDF to the department.
- Provision of access to the rota on a temporary server.
- Providing an emergency telephone number at Rotamap’s offices to help resolve queries.
Data used in emergency situations may be taken from the last daily backup.
Where such contingency arrangements are in place, the Service will be considered as being provided and Rotamap’s Business Continuity Plan as being in place.
- If the Client experiences loss of access to any aspect of the
Service that is not scheduled or notified and can be determined to be
caused by action or inaction by Rotamap, or a Third Party employed by
Rotamap to provide aspects of the Service, and contingency arrangements as
set-out in Clause 5(3) have not been met,
Rotamap will provide a reimbursement of fees as set out in the following
The duration of service interruption is determined within a 28-day period and during normal working hours only (08:30–17:00, Monday–Friday, excluding public holidays); ‘monthly payment’ means 1/12th of the annual fees:
- 0–8 hours: No refund
- 8–16 hours: 30% of monthly payment
- >16 hours: 100% of monthly payment
6 Confidentiality and Use of Information
- Each party agrees that both during the ENTIRE SERVICE TERM and for an unlimited period of time after the ENTIRE SERVICE TERM expires, that it will not disclose to any Third Party any confidential information of the other except as permitted in this SPECIFICATION or as authorised by the other party or as determined by law. Disclosure of this SPECIFICATION and CHARGES to any Third Party are specifically prohibited.
- The Client’s data remains the property of the Client at all times during and for an unlimited period of time after the ENTIRE SERVICE TERM expires.
- The Client appoints Rotamap as Data Processor as defined by the General Data Protection Regulation (GDPR) and Data Protection Act 2018 (DPA) to process data relevant to the Service, such processing to be done on its behalf as Data Controller for the ENTIRE SERVICE TERM.
- The Client will refer to Rotamap’s privacy notices held at www.rotamap.net/privacy which set out the basis for holding personal data, the types of personal data held, how data is processed and other important details pertaining to personal data.
- Rotamap will report the status of the Service’s GDPR technical and organisational measures to the Client on request.
- Unless the Client directs otherwise, Rotamap will consider the ADMINISTRATIVE USERS the Client’s representatives for GDPR purposes, for example to notify the Client of a data Subject Access Request.
- The Client agrees that Rotamap will report any data Subject Access Request relating to the Service to the Client as Data Controller with whom it will coordinate the response to the requester.
- Rotamap will not hold any unanonymised Service data outside of the UK.
- The Client agrees to the use of anonymous data collated by Rotamap. Data may, for example, be used for the ongoing development of the Service, for illustrative purposes when marketing the Service, for studies into the Service’s use, for cross-departmental benchmarking and research papers amongst other uses. The source and subjects of data used will remain anonymous at all times and will be subject to Clause 6(1) above, and will at no time include personal data as defined by the GDPR.
- Where the Freedom of Information Act 2000 (FOIA) is applicable to this Service, conformance to the FOIA will recognise that the operational techniques, data structures and code of the Service constitute commercially sensitive information.
- The Client agrees not to use the Service to store ‘Patient identifiable information’ as defined by the NHS Confidentiality Code of Practice of November 2003.
- CHARGES are based on the number of ROSTERED STAFF that are being managed by the system at the time of the initial agreement or renewal, unless otherwise set out in the SERVICE DETAILS.
- Inactive staff profiles are not included when calculating staff numbers.
- Staff who are rostered on average fewer than three sessions a week are not included when calculating staff numbers.
- Staff numbers and anticipated charges for the upcoming service period are normally reassessed on the NOTIFICATION DATE.
- Temporary peaks and troughs in staff numbers during the course of a 12 month term will be ignored when calculating CHARGES for renewal of the SERVICE.
- If the total number of ROSTERED STAFF grows by 2% or more or by 5 people or more than the numbers set out in the Agreement the Client should notify Rotamap immediately and pay the additional user CHARGES if any for that year.
- CHARGES will be invoiced on an annual basis and in advance of the service commencement or RENEWAL DATE. Initial CHARGES will be those set out in the SERVICE DETAILS.
- CHARGES will escalate annually by the Consumer Price Index (CPI) figure as published by the Office of National Statistics on the NOTIFICATION DATE, or 2.5%, whichever is higher, unless otherwise noted in the SERVICE DETAILS.
- Rotamap reserves the right to increase CHARGES at the beginning of each successive annual term over and above the normal escalation of CHARGES but undertakes to notify the Client of such increases on or before the NOTIFICATION DATE.
- Payments should be made in advance of the service period.
- Should the Client fail to make payment when due Rotamap shall have the right by notice in writing to suspend all further services until the default be made good.
9 Prior Termination
- Each party may by notice in writing to the other party, notwithstanding that on a former occasion or occasions it has waived its rights, terminate the Service at any time in the event of any breach by the other party of any clause of this SPECIFICATION which is not remedied within 60 days after notice in writing has been given to the other party requiring it to remedy the breach. The exercise by each party of its rights under this clause shall be without prejudice to any accrued rights of action of either party against the other.
- Rotamap will provide notice of upcoming renewals by the NOTIFICATION DATE. If Rotamap fails to provide proper notification by the NOTIFICATION DATE then the TERMINATION DATE will be revised to one month after the notice is provided and the 3 month notice period will subsequently follow this.
- Termination of the Service requires notice by either party by the TERMINATION DATE or the Service will renew for another annual term on the RENEWAL DATE.
- Prior to the termination of the Service, the Client may extract its data from the Service using the DATA FEED SERVICES, for which no fee will be payable by the Client to Rotamap and which facility shall constitute the entirety of the Service Exit Plan unless otherwise agreed.
- Rotamap shall restrict the Client from continued access to the Service at the end of the ENTIRE SERVICE TERM.
11 Intellectual Property Rights
- The Service and all parts thereof and all title copyright, patent and other intellectual property rights shall remain vested in Rotamap. Except only to the extent to which rights are expressly granted to the Client by Rotamap, no rights in or under such property pass to the Client.
- The copyright and intellectual property rights of the SERVICE INFORMATION shall remain vested in Rotamap and shall not pass to the Client.
- Rotamap, CLWRota and Medirota are Registered Trade Marks held by Rotamap Ltd.
Subject to compliance with the usage of the Service as specified in this SPECIFICATION, Rotamap shall indemnify the Client against liability under any injunction or final judgement or any settlement made by Rotamap under 12(3) below for infringement of Third Party United Kingdom patents, copyright and registered designs by the Client’s use of the Service, subject to the following conditions:
- The Client must promptly notify Rotamap in writing of any allegation of infringement.
- The Client must make no admission without Rotamap’s consent.
- The Client must at Rotamap’s request allow Rotamap to conduct and/or settle all negotiations and litigation and must give Rotamap all reasonable assistance. The costs incurred or recovered in such negotiations and litigation shall belong to Rotamap.
13 Force Majeure
Rotamap shall not be liable for failure to perform its obligations under this SPECIFICATION if such failure results from Force Majeure circumstances as described in the NHS STANDARD CONTRACT.
14 Limitation of Liability
Without prejudice to the Client’s statutory rights:
- Rotamap does not warrant that the Service is error free, that all errors will be corrected, or will run on all computer systems. The Service is provided on an ‘as is’ basis, and Rotamap disclaims any implied warranties and conditions including, but not limited to, warranties of merchantability and fitness for a particular purpose.
- The Client accepts that Rotamap does not hold professional indemnity
insurance and that Rotamap accepts no liability resulting from
professional negligence, errors or omissions in the Service or failure
to provide the Service except where:
- such failure constitutes a Business Continuity Event as set out under 5(3) and subject to the consequential reimbursement schedule under 5(4); or
- such liability (if any) is one against which Rotamap is insured under professional indemnity insurance held by Rotamap for the Client’s use of the Service at the Client’s additional expense as set out in the AGREEMENT.
- The total liability of Rotamap to the Client as a result of any breach of any term or condition (whether express or implied and whether contained herein or collateral hereto), including without prejudice to the generality hereof, any defect in the Service, or as a result of any negligence of Rotamap or its employees or agents, or as a result of any other cause whatsoever shall not exceed the service charges paid by the Client to Rotamap, unless and to the extent that such liability (if any) is one against which Rotamap is effectively insured under its Public Liability insurance policy and such insurance has not been vitiated by any act or default of the Client in which case the total liability of Rotamap to the Client shall not exceed £1,000,000.
- Notwithstanding the above neither party shall in any event be liable for indirect losses or consequential losses or losses of profit by the other or any Third Party; or be liable for the costs of procurement of substitute services or other incidental damages.
Any notice hereunder shall be given by sending the same either:
- - by Signed for Special Delivery in the case of Rotamap to its registered office for the time being and in the case of the Client to its normal operating address or to such other address as shall from time to time be notified in writing by the Client to Rotamap; or
- - by email in the case of Rotamap to email@example.com and in the case of the Client to its normal management team email address as shall time to time be notified in writing by the Client to Rotamap
and any notice so sent shall be deemed to have been served on the day following the date of posting or sending and in proving such service it shall be deemed sufficiently served if the notice was properly addressed and sent by Signed for Special Delivery post.
Disputes shall be managed following the procedures set out in the NHS STANDARD CONTRACT.
The headings of this document are inserted for convenience of reference only and are not intended to be part of or to affect the meaning of any of this SPECIFICATION.