• Company: “Company,” “we,” “us,” or “our” refers to i-NETT.
• Client: “Client,” “you,” or “your” refers to any individual or entity that accesses or uses our Services.
• Services: Includes managed IT services, cybersecurity solutions, cloud and communications services, unified communications, video surveillance, telecommunications, business technology solutions, IT support, and any other services provided by i-NETT.
• Deliverables: Refers to any work product, software configurations, documentation, system implementations, or other materials created or provided as part of our Services.

As a client, you agree to:

• Provide accurate and complete information necessary for us to perform the Services.
• Grant timely access to systems, networks, and facilities as required for service delivery.
• Maintain valid licenses for all third-party software used in connection with our Services.
• Maintain adequate backups of your data prior to any service work being performed.
• Comply with all applicable laws and regulations in your use of our Services.
• Notify us promptly of any issues, security incidents, or changes that may affect service delivery.

• Fees for Services will be outlined in the applicable Service Agreement, SOW, or invoice.
• Unless otherwise specified in writing, payment is due within thirty (30) days of invoice date.
• Late payments may incur interest at a rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower.
• We reserve the right to suspend Services for accounts with outstanding balances exceeding sixty (60) days past due.

• Company IP: All pre-existing intellectual property, tools, methodologies, and proprietary solutions owned by i-NETT remain our exclusive property.
• Client IP: You retain ownership of your pre-existing intellectual property and data.
• Deliverables: Upon full payment, you will own the Deliverables specifically created for you, except for any Company IP incorporated therein, which is licensed to you on a non-exclusive basis.
• Third-Party Components: Any third-party software, hardware, or components are subject to their respective license terms.

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the engagement.

• Business plans, strategies, and financial information
• Technical specifications, system configurations, and network architecture
• Customer and employee data
• Security protocols, credentials, and access information

Confidential Information shall not be disclosed without prior written consent, except as required by law. This obligation survives termination for three (3) years.

• We implement commercially reasonable measures to protect your data.
• You are solely responsible for maintaining adequate backups.
• We are not liable for data loss caused by hardware failures, cyberattacks, third parties, or events beyond our control.
• Personal data handling is governed by our Privacy Policy.

Services will be performed in a professional manner consistent with industry standards. Specific service levels will be defined in a separate agreement if applicable.

SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL i-NETT, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, WHETHER OR NOT SUCH DAMAGES WERE FORESEEABLE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO i-NETT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

These limitations apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise.

You agree to indemnify, defend, and hold harmless i-NETT, its affiliates, officers, directors, employees, agents, and successors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to your breach of these Terms, violation of applicable law, misuse of the Services, negligence, willful misconduct, or third-party claims related to your data or systems.

These Terms remain in effect until terminated by either party. Either party may terminate for convenience upon thirty (30) days’ prior written notice unless otherwise stated in a Service Agreement.

Either party may terminate immediately if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days after written notice.

Upon termination, you must pay for all Services rendered through the effective termination date. Provisions that by their nature should survive termination shall survive.

You agree not to use the Services in a manner that violates any applicable law, infringes upon third-party rights, transmits malicious code, attempts unauthorized access, sends unsolicited communications, or interferes with system integrity or availability.

Neither party shall be liable for failure or delay in performance due to events beyond reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, power failures, cyberattacks, or internet service disruptions. The affected party shall promptly notify the other and use reasonable efforts to mitigate impact.

These Terms are governed by the laws of the State of California, without regard to conflict of law principles. The parties shall attempt good-faith negotiation before pursuing litigation or binding arbitration in San Diego County, California.

The prevailing party in any dispute is entitled to recover reasonable attorneys’ fees and costs.

We may modify these Terms at any time. Material changes will be posted on our website with an updated effective date. Continued use of the Services constitutes acceptance of the revised Terms.

If any provision is held invalid or unenforceable, it shall be modified or severed to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

Failure to enforce any provision does not constitute a waiver. Any waiver must be in writing and signed by the waiving party.

You may not assign these Terms without prior written consent. We may assign without restriction. Any unauthorized assignment is void.

These Terms, together with applicable Service Agreements, Statements of Work, SLAs, and the Privacy Policy, constitute the entire agreement and supersede all prior understandings. In case of conflict, the Service Agreement controls.

Notices must be in writing and are deemed delivered when sent by personal delivery, confirmed email, overnight courier, or certified mail to the designated contact information.

i-NETT
Email: service@i-nett.com
Phone: (805) 642-3558
Website: www.i-nett.com