ComputerGuyPlus Support Agreement
THIS SERVICE AGREEMENT (“Agreement”) is entered into E-ssential Networks, LLC, a Florida company having its principal office at 13084 SW 132 CT, Miami, FL 33186 (“E-ssential Networks”); and The Client who whishes to obtain support using the ComputerGuyPus Service Agreement (The Client)
Whereas, E-ssential Networks is the Manage Service Provider to businesses;
Whereas, Client is a business desiring the ComuterGuyPlus services;
Whereas, E-ssential Networks desires to provide Managed Service, on a non-exclusive basis for the purpose of providing IT services
Therefore, in consideration of the following conditions set forth in this Agreement, the parties acknowledge their unconditional acceptance of this Agreement, when they accept and execute the Agreement, to the following:
1. COMPUTERGUYPLUS SUPPORT PROVIDED BY E-SSENTIAL NETWORKS. For the term of this Agreement, E-ssential Networks shall provide Client with its ComputerGuyPlus service (“Services”). Detail of services provided in accordance with Schedule A. E-ssential Networks retains all right, title and interest in and to the Services, all software furnished by E-ssential Networks, and all trademarks, service marks and trade names worldwide, subject to a limited license necessary to perform this Agreement.
2. FEES AND PAYMENT. Client shall pay E-ssential Networks for fees, in a timely manner, but no later than ten (10) days after invoicing. The price mentioned will cover the existing systems, original local area network, and network equipment at the time of signing the contract. If client decides to replace or add any new system or reconfigure the original network, E-ssential Networks will charge an additional fee for installing, replacing or reconfiguring of the new system or modifying the original network.
3. TERM. This Agreement commences on Effective Date and unless terminated sooner pursuant Section 7, shall be effective until the date one year following. Unless Client or E-ssential Networks notifies the other in writing at least thirty (30) days before the end of the Term, including any extension, of its intension to terminate this Agreement, the Term shall be automatically extended for an additional one (1) year periods.
4. CONFIDENTIAL INFORMATION. Each party shall treat the information of the other party as strictly confidential and shall not disclose such information to any third party except to those third parties operating under non-disclosure provisions no less restrictive than in this Section and who have justified business “need to know”. Client shall protect the deliverables resulting from Services with the same degree of care. This Agreement imposes no obligation upon the Parties with respect to Confidential Information which either party can establish by legally sufficient evidence: (a) was in the possession of, or was rightfully known by the Recipient without an obligation to maintain its confidentiality prior to receipt from Owner; (b) is or becomes generally known to the public without violation of this Agreement; (c) is obtained by Recipient in good faith from a third party having the right to disclose it without an obligation of confidentiality; (d) is independently developed by Recipient without the participation of individuals who have had access to the Confidential Information; or (e) is required to be disclosed by court order or applicable law, provided notice is promptly given to the Owner and provided further that diligent efforts are undertaken to limit disclosure.
5. INDEMNIFICATION. Client shall indemnify, defend and hold E-ssential Networks, and all officers, directors, employees, agents and affiliates thereof, harmless from and against any and all claims, demands, judgments, actions, losses, damages, assessments, charges, liabilities, costs and expenses, including, but not limited to, interest, penalties, attorney’s fees and disbursements, which may at any time be suffered or incurred by, or asserted against, any and all of them, directly or indirectly, on account of or in connection with:
A. Client’s default under any provision(s) herein, breach of any warranty or representation herein, or failure in any way to perform any obligation hereunder; orB. Any claim by Client or any party acting for or on behalf of Client alleging that Client has a claim to any compensation, profits, or damages whatsoever.
6. LIMITATION OF LIABILITY. E-SSENTIAL NETWORKS’ MAXIMUM LIABILITY FOR ANY ACTION ARISING UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION AND WHETHER IN TORT OR CONTRACT, SHALL BE LIMITED TO THE AMOUNT OF SERVICES FEES PAID BY CLIENT FOR THE SERVICES FROM WHICH THE CLAIM AROSE. IN NO EVENT SHALL E-SSENTIAL NETWORKS BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST DATA OR LOST PROFITS, HOWEVER ARISING, EVEN IF CLIENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES AGREE TO THE ALLOCATION OF RISK SET FORTH HEREIN. E-SSENTIAL NETWORKS SHALL HAVE LIABILITY OR RESPONSIBILITY IN THE EVENT OF ANY LOSS OR INTERRUPTION IN SERVICES DUE TO CAUSES BEYOND ITS REASONABLE CONTROL OR FORESEEABILITY, SUCH AS LOSS, INTERRUPTION OF FAILURE OF TELECOMMUNICATIONS OR DIGITAL TRANSMISSION, INTERNET SLOWDOWN OR FAILURE
7. TERMINATION. Either party may terminate this Agreement in the event of a material default by the other and failure to cure such default within fifteen (15) days after notice thereof. Either party must notify the other in writing of its intent to terminate the Agreement. Date of termination must be no earlier than thirty (30) days from the date of receipt of notice. Client agrees to the penalties in Section 8 if such termination is initiated by Client. Client’s failure to fully pay any fees due within fifteen (15) days after the applicable due date shall be deemed a material breach. Any such termination does not relieve Client of its obligation to pay past due fees as well as legal fees and costs of collection. In the event of any loss or interruption in Services due to causes similar to and including scheduled maintenance, repairs, or causes beyond the reasonable control or foreseeable for E-ssential Networks, such loss or interruption shall not be a material default or course for termination.
8. PENALTY. In the event Client notifies E-ssential Networks in writing of its intent to terminate this Agreement, Client must continue to pay for at least 1 month, plus any fees past due. Client will still receive Services in accordance to Schedule A until the date or termination which must be no earlier than thirty (30) days of termination date.
9. NOTIFICATION. All notices or other communications referenced under this Agreement shall be made in writing and sent to the address designated above or otherwise designated from time to time in writing by the parties. All notices, except notice of termination, shall be deemed given to the other party if delivered by registered or certified first class mail, postage prepaid; recognized courier delivery; electronic mail or fax. Notice of termination of this Agreement will be deemed given if delivered by recognized courier delivery and with signature confirmation service.
10. GENERAL. E-ssential Networks performs this Agreement as in independent contractor, not as an employee of Client. Nothing in this agreement is intended to construe and existence of a partnership, joint venture, or agency relationship between Client and E-ssential Networks. No modification to this Agreement nor any failure or delay in enforcing any term, exercising any option, or requiring performance shall be binding or construed as a waiver unless agreed to in writing by both parties. Except for Client’s obligation to pay E-ssential Networks, neither party shall be liable for any failures to perform its obligations under this Agreement if prevented from so by a cause or causes beyond its control, including without limitation, acts of God or public enemy, failure of suppliers to perform, fire, floods, storms, earthquakes, riots, strikes, war, and restraints of government. This Agreement shall be governed by the laws of the State of Florida. Except as otherwise specifically stated herein, remedies shall be cumulative and there shall be no obligation to exercise a particular remedy. If any provision of this Agreement is held to be unenforceable, the other provisions shall nevertheless remain in full force and effect. This Agreement constitutes the entire understanding between the Parties with respect to the subject matter herein, supersedes all prior oral and written understandings, and may only be amended or modified by a writing signed by a duly authorized representative of each party. This Agreement may be executed by facsimile.
The following are the service names and description included with the ComputerGuyPlus Support Plan:
Everything included in VirutalTech Remote Support plus:
- 20 hour of on-site support
- Up to 10 GB online backup for off-site archival with local vault storage.
- Once a year maintenance for up to ten computers and one server.
- 1 Server monitoring
- Web Marshal (web content filtering)
- No emergency fees and zone transfer charges
- Remote backup monitoring if performed if customer uses one of our backup plans
E-ssential Networks will do its best efforts to assist in configuring software to upload and restore data but will not become liable in the event of any catastrophe arising from this procedure.
If, for any reason, E-ssential Networks requires an employee at Client’s location. Client must pay then the discount rate of $85.00 per hour.
Customers must contact our technical support at (305) 652-0645 to establish contact with one of our technicians. Our technician will determine the severity of the call and emergency calls will be handled within a 4 hour time period. Otherwise, a technical support agent will provide a scheduled appointment to address the issue.