Service Agreement
Managed Services provided by
offthegridit
For the amount of $400 (paid by credit card) offthegridit will provide on-site and remote “service” to your business on a monthly basis. This service agreement is herein referred to as “Service Pro Small Business 400.”
Service
The service/services we provide are 5 hours of IT consulting, computer repair, computer network security and support, website maintenance, and related support on a monthly basis. IT service may be scheduled in advance as part of the service.
As part of the service agreement offthegridit may provide protected content (e.g. plugins, technical notes, and security resources) may be accessible for the duration of the agreement.
The service includes reporting for related sites either on-site, online, remotely, or by E-Mail. SEO optimizations may include website text, images, grammar, structure, performance improvements, and Google AdWords maintenance.
- up to 1 related websites (basic)
- up to 1 related website (full support)
- Support from a qualified systems engineer with over 35 years experience in IT
- Google AdWords Support
- Protected Content (exclusively from offthegridit)
Problem Reporting
Visit the offthegridit Help Desk or use the form below.
You can also E-Mail: [email protected] or Call # 408-475-3282
Support Hours:
The normal support hours are from 9AM to 5:00PM Monday through Friday. Outside of those hours are referred to as “after hours support.”
Customer Responsibilities
It is the customer’s responsibility to keep us informed of any major changes to the network or related administrative functions.
Confidentiality Information/Data Protection
Definition of Confidential Information
As used herein, ” Confidential Information” means all confidential information disclosed by a party (” Disclosing Party”) to the other party (” Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Your Confidential Information shall include Your Data; Our Confidential Information shall include the Services; and Confidential Information of each party shall include business and marketing plans, technology and technical information, formulae, product plans and designs, and business processes disclosed by such party. However, Confidential Information (other than Your Data) shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.
Protection of Confidential Information
Except as otherwise permitted in writing by the Disclosing Party, (i) the Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) not to disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and (ii) the Receiving Party shall limit access to Confidential Information of the Disclosing Party to those of its employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.
Protection of Your Data
Without limiting the above, We shall maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Your Data. We shall not (a) modify Your Data, (b) disclose Your Data except as compelled by law or as expressly permitted in writing by You, or (c) access Your Data except to provide the Services or prevent or address service or technical problems, or at Your request in connection with customer support matters.
Intellectual Property Ownership
Except for your Content, the Site, the Service and its materials, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos and music (the “offthegridit Content”), and all intellectual property rights related thereto, are the exclusive property offthegridit. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service. Use of the offthegridit Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.
Modification of the Terms
offthegridit reserves the right, at its sole discretion, to change, modify, add, or remove portions of this Agreement at any time. You agree to review this Agreement periodically for changes. Your continued use of the Service after the posting of changes constitutes your binding acceptance of such changes. If any such revision is unacceptable to you, your only remedy is to terminate your offthegridit User Account. For any material changes to this Agreement, such amended terms will automatically be effective thirty days after they are initially posted on the Service.
Security
We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You understand that Internet technologies have the inherent potential for disclosure. You acknowledge that you are under no obligation to provide sensitive information in order to use the Service, and that you provide any sensitive information at your own risk.
Electronic Communication
You acknowledge that you are solely responsible for the use of electronic mail in connection with the Service. You represent and warrant that you have complied and will continue to comply with all applicable laws, statutes, ordinances, and regulations (including without limitation the CAN-SPAM Act of 2003 and any relevant data protection or privacy laws) in your use of the Service.
Term and Termination
This Agreement is effective until terminated. You agree that offthegridit, in its sole discretion and for any or no reason, may terminate any account (or any part thereof) you may have with offthegridit. In addition, offthegridit reserves the right to discontinue any aspect of the Service at any time. You agree that any termination of your access to the Service or any account you may have or portion thereof may be affected without prior notice, and you agree that offthegridit will not be liable to you or any third-party for such termination. These remedies are in addition to any other remedies offthegridit may have at law or in equity.
Modification of the Terms
offthegridit reserves the right, at its sole discretion, to change, modify, add, or remove portions of this Agreement at any time. You agree to review this Agreement periodically for changes. Your continued use of the Service after the posting of changes constitutes your binding acceptance of such changes. If any such revision is unacceptable to you, your only remedy is to terminate your offthegridit User Account. For any material changes to this Agreement, such amended terms will automatically be effective thirty days after they are initially posted on the Service.
Security
We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You understand that Internet technologies have the inherent potential for disclosure. You acknowledge that you are under no obligation to provide sensitive information in order to use the Service, and that you provide any sensitive information at your own risk.
Indemnity
You agree to defend, indemnify and hold harmless offthegridit and its subsidiaries, agents, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service, including any data or work transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation, your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (iv) your violation of any law, rule or regulation of any country; (v) any claim or damages that arise as a result of any of your Content or any that are submitted via your account; or (vi) any other party’s access and use of the Service with your unique username, password or other appropriate security code.
No Warranty
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS BEST EFFORT” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
Limitation of Liability
OFFTHEGRIDIT SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR USAGE OF THIS SITE. IN NO EVENT SHALL OFFTHEGRIDIT BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE)
Assignment
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by offthegridit without restriction.
Governing Law
This Agreement shall be governed by the internal substantive laws of Santa Clara, California, without respect to its conflict of laws principles. Any claim or dispute between you and offthegridit that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in Santa Clara, CA.
Notification Procedures
offthegridit may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our website, as determined by offthegridit in our sole discretion. offthegridit reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement.
Entire Agreement/Severability
This Agreement, together with any other legal notices and agreements published by offthegridit via the Service, shall constitute the entire agreement between you and offthegridit concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
No Waiver
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and offthegridit’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
Contact
Please contact [email protected] with any questions regarding this Agreement.
User Account
In order to use the Services, you will have to register and create an account (“User Account”). You may not use another User’s account without permission. When creating your account for the Service, you agree to provide true, accurate, current, and complete information. You further agree to maintain and update your personal information as needed to keep it true, accurate, current, and complete. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password.
If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of your ID or password), you agree to immediately notify offthegridit.
Welcome Aboard
And finally, welcome aboard!