Client Terms and Conditions
Disclaimer:NO SECURITY SOLUTION IS 100%. THERE ARE MANY OPPORTUNITIES FOR MALWARE OR UNAUTHORIZED ACCESSES TO OCCUR. THE MOST VULNERABLE AREA IN SECURITY IS THE — USER, SENTREE SYSTEMS, CORP. IS NOT RESPONSIBLE FOR THE ACTIONS OF THE CLIENTS EMPLOYEES AND HOW THEY INTERACT WITH NETWORK DEVICES. SENTREE SYSTEMS, CORP. OFFERS TRAINING FOR EMPLOYEES, BUT IT IS STILL NOT OUR RESPONSIBILITY TO ENFORCE THE POLICIES AND PROCEDURES IMPLEMENTED.
1. Term of Agreement
This Agreement between purchaser, herein referred to as Client, and Sentree Systems, Corp, hereinafter referred to as Servicer, is effective upon the date signed, shall remain in force on a month-to-month bases, and may be terminated by either party upon a 30 day(s) written notice. This Service Agreement automatically renews on the 1st of each month. This agreement may be reviewed quarterly to address any necessary adjustments or modifications. Should adjustments or modifications be required that increase the monthly fees paid for the services rendered under this Agreement, if these increases are invoked by Servicer due to pricing increases, they will not exceed 15% of the value of the existing monthly fees due. Other increases may be due to service level changes and will be documented accordingly.
a) This Agreement may be terminated by the Client upon thirty (30) days written or emailed notice if Servicer:
I. Fails to fulfill in any material respect its obligations under this Agreement and does not cure such failure within thirty (30) days of receipt of such written or emailed notice.
II. Breaches any material term or condition of this Agreement and fails to remedy such breach within thirty (30) days of receipt of such written notice.
III. Terminates or suspends its business operations, unless it is succeeded by a permitted assignee under this Agreement.
b) This Agreement may be terminated by the Servicer upon thirty (30) days written or emailed notice to the Client.
c) If either party terminates this Agreement, Servicer will assist Client in the orderly termination of services, including timely transfer of the services to another designated provider. Client agrees to pay Servicer the actual costs of rendering such assistance.
2. Fees and Payment Schedule
Client commits to make minimum monthly payments to Servicer as set forth in the Servicing Agreement. The first month will include an additional one-time setup fee, as well as any additional hardware cost needed to initiate this agreement. Services will be suspended if payment is not received within 10 days following date due. Refer to Appendix B of our Managed Security Services SLA Document for services covered by the monthly fee under the terms of this Agreement.
It is understood that any and all Services requested by Client that fall outside of the terms of this Agreement will be considered Projects, and will be quoted and billed as separate, individual Services.
It is understood that any Federal, State or Local Taxes applicable shall be added to each invoice for services or materials rendered under this Agreement. Client shall pay any such taxes unless a valid exemption certificate is furnished to Servicer for the state of use.
All remote and on-site support will be provided to the Client by Servicer through remote means and/or technician arriving on-site, between the hours of 9:00 am – 7:00 pm Monday through Friday, excluding public holidays. All security monitoring Services will be provided 24/7/365. All services qualifying under these conditions, as well as Services that fall outside this scope will fall under the provisions of Appendix B of our Managed Security Services SLA Document. Hardware costs of any kind are not covered under the terms of this Agreement.
SUPPORT AND ESCALATION
Servicer will respond to Client’s Trouble Tickets under the provisions of Appendix A of our Managed Security Services SLA Document, and with best effort after hours or on holidays. Trouble Tickets must be opened by Client’s designated IT Contact Person(s), by email to Servicer support services, through the ticketing service provided by Servicer located in the task bar in the bottom right of the Workstation screen, or by phone if email is unavailable. Each call will be assigned a Trouble Ticket number for tracking. Our escalation process is detailed in Appendix A of our Managed Security Services SLA Document.
SERVICE OUTSIDE NORMAL WORKING HOURS
Emergency services performed outside of the hours of 9:00 am – 7:00 pm Monday through Friday, excluding public holidays, shall be subject to provisions of Appendix B of our Managed Security Services SLA Document.
SERVICE CALLS WHERE NO TROUBLE IS FOUND
If Client requests onsite service and no problem is found or reproduced, Client shall be billed at the current applicable rates as indicated in Appendix B of our Managed Security Services SLA Document as project work.
LIMITATION OF LIABILITY
In no event shall Servicer be held liable for indirect, special, incidental or consequential damages arising out of service provided hereunder, including but not limited to loss of profits or revenue, loss of use of equipment, data loss, external or internal hacking, malware infections, data breaches, data ransom attacks, costs of substitute equipment, or other costs.
5. Additional Maintenance Services
Servicer shall provide data security support of all hardware and systems specified in Appendix B of our Managed Security Services SLA Document, provided that all Hardware is covered under a currently active Vendor Support Contract; or replaceable parts be readily available, and all Software be Genuine, Currently Licensed and Vendor-Supported. Should any hardware or systems fail to meet these provisions, they will be excluded from this Service Agreement. If items are found out of compliance with these provisions client must agree to purchase new items in order to be included in this Agreement. Should 3rd Party Vendor Support Charges be required in order to resolve any issues, these will be passed on to the Client after first receiving the Client’s authorization to incur them.
VIRUS RECOVERY FOR CURRENT, LICENSED ANTIVIRUS PROTECTED SYSTEMS
Emergency recovery services from damages caused by virus infections, data loss, external or internal hacking, malware infections, data breaches, or data ransom attacks are covered under the terms of this Agreement in Appendix B of our Managed Security Services SLA Document. This Service is limited to those systems protected with an up to date currently licensed, Vendor-supported Antivirus/Malware solution. If it is not an up to date currently licensed, Vendor-supported Antivirus/Malware solution, the client is responsible for replacing the out of date licensed Antivirus/Malware solution and must pay full labor prices $95/hour for recovery services.
Servicer will provide ongoing monitoring and security services of all critical devices as indicated in Appendix B of our Managed Security Services SLA Document. Servicer will provide monthly reports as well as document critical alerts, scans and event resolutions to Client. Should a problem be discovered during monitoring, Servicer shall make every attempt to rectify the condition in a timely manner through remote means.
6. Suitability of Existing Environment
MINIMUM STANDARDS REQUIRED FOR SERVICES
In order for Client’s existing environment to qualify for Servicer’ Managed Security Services, the following requirements must be met:
1. All Servers with Microsoft Windows Operating Systems must be running Windows 2008 Server or later, and have all of the latest Microsoft Service Packs and Critical Updates installed.
2. All Workstations and Laptops with Microsoft Windows Operating Systems must be running Windows 7 Pro or later, and have all of the latest Microsoft Service Packs and Critical Updates installed.
3. All Server and Workstation Software must be Genuine, Licensed and Vendor-Supported.
4. The environment must have a currently licensed, up-to-date and Vendor-Supported Server-based Antivirus Solution protecting all Servers, Workstations, Laptops, and Email.
5. The environment must have a currently licensed, Vendor-Supported Server-based Backup Solution that can be monitored, and send notifications on job failures and successes.
6. The environment must have a currently licensed, Vendor-Supported Hardware Firewall/UTM solution between the Internal Network and the Internet.
7. All Wireless data traffic in the environment must be securely encrypted and monitored.
8. There must be an outside static IP address assigned to a network device, allowing RDP or VPN access.
Costs required to bring Client’s environment up to these Minimum Standards are not included in this Agreement. If any items do not meet the Minimum Standards the client is responsible for bringing them up to date per Servicer recommendations, either by allowing Servicer to bring them up to date at the expense of the client or through other means. To bring environment to Minimum Standards should not extend past 90 days depending on the size of the environment.
7. Excluded Services
Service rendered under this Agreement does not include:
1) Parts, equipment or software not covered by vendor/manufacturer warranty or support unless an Equipment Assurance Agreement has been signed.
2) The cost of any parts, equipment, or shipping charges of any kind, unless an Equipment Assurance Agreement has been signed
3) The cost of any 3rd party Software, Licensing, or Software Renewal or Upgrade Fees of any kind.
4) The cost of any 3rd Party Vendor or Manufacturer Support or Incident Fees of any kind.
5) The cost to bring Client’s environment up to minimum standards required for Services.
6) Failure due to acts of nature, building modifications, theft, fires, power failures or other adverse environmental conditions or factors.
7) Service and repair made necessary by the alteration or modification of equipment other than that authorized by Servicer, including alterations, software installations or modifications of equipment made by Client’s employees or anyone other than Servicer.
8) Maintenance of Applications software packages, whether acquired from Servicer or any other source unless as specified in Appendix B of our Managed Security Services SLA Document.
9) Programming (modification of software code) and program (software) maintenance unless as specified in Appendix B of our Managed Security Services SLA Document.
10) 3rd party application training services of any kind.
Servicer and its agents will not use or disclose Client information, except as necessary to or consistent with providing the contracted services, and will protect against unauthorized use.
This Agreement shall be governed by the laws of the State of Indiana. It constitutes the entire Agreement between Client and Servicer for monitoring/maintenance/service of all equipment listed in “Appendix B of our Managed Security Services SLA Document.” Its terms and conditions shall prevail should there be any variance with the terms and conditions of any order submitted by Client.
Servicer is not responsible for failure to render services due to circumstances beyond its control including, but not limited to, acts of nature.
10. Acceptance of Service Agreement
This Service Agreement covers only those services and equipment listed in “Appendix B of our Managed Security Services SLA Document.” Servicer must deem any equipment/services Client may want to add to this Agreement after the effective date acceptable. The addition of equipment/services not listed in “Appendix B of our Managed Security Services SLA Document” at the signing of this Agreement, if acceptable to Servicer, shall result in an adjustment to the Client’s monthly charges.