Managed IT Services Terms of Service

1. Ordering Services

1.1

Client use of Services from Fornida, LLC is governed by these Terms, incorporated by reference in the MSA, Order, or signed quote. The Client acknowledges agreement to all terms in the “Fornida, LLC Master Services Agreement” residing at fornida.com/terms_msa.

1.2

By using Services, the Client represents that the individual placing the Order has legal authority to enter binding contractual commitments and make purchases on Client’s behalf.

1.3

Prior to Service provision, the Client must meet Fornida’s credit requirements. Fornida may accept or reject any Order Client submits, at Fornida’s sole discretion.

1.4

An Order means a valid written Managed IT Services Agreement describing the Services and price, signed by Client manually or electronically.

1.5

Capitalized terms have the same meaning as in the Master Services Agreement between Fornida and Client.

2. Pricing for Selected Services

2.1

Client acknowledges Prices have been established by Fornida and communicated to Client. Prices shall be valid for the duration of the term of the Client’s Order. Introductory pricing may be granted for initial Orders over multiple years, with automatic yearly renewal at not less than 5% over the Introductory Price until matching standard rates.

2.2

All recurring Services will be billed monthly pursuant to the Order, including any overages and/or unincluded costs. Monthly invoices reflect current Device count, updated automatically and billed without separate notice. Client understands billing follows actual Devices requiring agent installation for updates and security. Fornida’s system will detect any Device which attempts to connect to the Client’s network without an agent installed and designate it unauthorized without support.

2.3

User/Device quantities listed constitute the minimum for the Order term, billed accordingly even if actual usage is less. Changes require written Change Request approval from Fornida.

2.4

Service calls traveling 50+ miles from the Fornida office incur additional charges billed at standard hourly service personnel rates.

2.5

Out-of-scope projects must be agreed in writing as a separate Statement of Work (SOW).

3. Service Delivery

3.1 Service request channels

Service requests must be submitted via:

1. Email to the address provided during onboarding. Requests must include: (a) Customer Company/Organization Name, (b) Best/Preferred Call-Back Number(s), (c) Basic Description of the Issue. Fornida reserves the right to decline to act on service requests submitted by email which do not comply with the above requirements.
2. Telephone to the number provided during onboarding. Calls answered in order received. High volume may direct callers to voicemail. Customer Service creates or updates tickets for each call, following up if outside scope or requiring clarification.
3. Web Portal provided during onboarding. Portal requests automatically generate tickets with Customer Service replies via portal or email.

3.2

Requests for Customer Service submitted via the channels provided at section 3.1 herein shall be dealt with in accordance with the Service Level Agreement (SLA) in effect between the parties.

4. IT Services Labor Fees

4.1

Where tickets cannot be resolved remotely during standard Service Hours, reasonable effort may be made outside hours depending on availability. Any request for support outside of Service Hours or requests for work to be performed that is determined to be outside the scope of the Services will be billed per the Master Services Agreement labor rates.

5. Out of Scope / Limitations

5.1

Certain services are not covered and considered outside scope. Clients may request assistance with out-of-scope matters, billed separately. Fornida will make reasonable efforts to keep the Client informed of any Out-of-Scope work prior to initiating said work.

5.2 Out-of-scope services include

1. Services for third-party software or technical tools at the application layer on servers or workstations. Fornida may provide support but is primarily responsible for contacting respective third-party vendors directly.
2. Services for Devices without approved and billed remote agent installed, except authorized exclusions noted in the MIS Agreement.
3. Home PC Support — Fornida assists only with connecting company-owned workstations to work network or software. Fornida Customer Service shall not be required to provide support for general internet connectivity or any other home PC related issues.
4. Network Device Configuration including Firewalls, Routers, and Switches is expressly excluded from the Services. The Client has the option to pay for these services separately.
5. Hardware-related issues including Hard Disk, Memory, Power Supply failures are expressly excluded from the Services. Client responsibility to contact manufacturer or engage third-party service. Exception: if purchased directly from Fornida and within manufacturer warranty, Fornida contacts manufacturer on Client’s behalf.
6. New equipment purchases and setup are expressly excluded from the Services.
7. Services for negligence, force majeure, building modifications, power failures, or environmental conditions stressing equipment beyond design limits.
8. Services for systems resulting from unapproved alterations or modifications, including installations by non-authorized resources.
9. Programming and software maintenance unless approved in writing. Fornida functionality warranty shall not be applicable where third-party software is the root cause.
10. Formal training, of any kind, is expressly excluded from the Services.
11. Where Client has third-party vendor maintenance, Fornida may administer updates at sole discretion. Client supplies updates upon release.
12. Fornida has no responsibility for compatibility issues from third-party product changes.
13. On-site support by Fornida will be generally considered Out of Scope (except in the event that Client has purchased and is actively paying for a subscription to Services that include on-site support).
14. Support for office changes or reorganization is out-of-scope.

6. Client Obligations

6.1

Prior to Service initiation, Client agrees to provide access to information and resources for deployment and proper functioning, including:

1. Administrator-level access to all network devices.
2. List of authorized contacts for Fornida communication, updated as appropriate.
3. Physical access for Fornida to Client’s premises and devices for on-site support when necessary.
4. Client’s change-control process and scheduled maintenance windows.
5. Physical or remote access to Devices capable of running Fornida’s monitoring agent(s).
6. Client shall provide Fornida with any passwords or keys (physical, virtual, or otherwise) that Fornida requires in order to provide the Services to Client.

7. Terms & Conditions

7.1 Access to Premises

Services may be performed at Client’s office. The Client hereby grants to Fornida the right to enter the Premises and to conduct necessary work within the Premises as required to enable the Services. Client must ensure Fornida has legal authorization for work at other locations. In the event any restriction of Fornida access to Client’s premises, systems, and components results in Fornida being unable to provide the Services or delays provision, Fornida shall not be responsible.

7.2 Equipment Removal

Upon termination, Client must provide access during business hours to permit Fornida to remove Fornida-owned equipment. Fornida reserves the right to charge for equipment until returned.

7.3 Scheduled Downtime

Fornida determines hours for scheduled maintenance or adjustments. Fornida shall use best efforts to provide Client with at least forty-eight (48) hours notice before downtime, though not always feasible. Downtime generally avoids 8 AM–5 PM Monday–Friday unless Client authorizes or exigent circumstances exist.

7.4 Client-Side Downtime

Fornida will not be held responsible for any delay, deficiency, or downtime resulting from the Client’s IT infrastructure, or resulting from any other third-party service. Fornida may extend deadlines to accommodate such delays.

7.5 Reports

Upon Client request, Fornida shall provide Managed IT Service reports.