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    Managed Services Terms & Conditions

    Last updated: May 2026

    By engaging Z-Tech Consulting Solutions ("Z-Tech") for any services, the Customer ("Client") accepts and agrees to be bound by these Terms and Conditions, alongside any specific Quotes, Service Orders, or Statements of Work (SOW).

    Section 1 – Professional Services & Hardware

    1. Warranty: Hardware and software installations performed by Z-Tech are under a limited labor warranty for sixty (60) days. This covers configuration errors but excludes issues caused by Client tampering, third-party updates, or environmental factors.
    2. Quotes: Quoted prices are valid for fourteen (14) days. Due to the volatile nature of IT hardware costs, prices are subject to change thereafter.
    3. Returns: All hardware returns are subject to a 15% restocking fee. Goods must be in original, resalable packaging. No returns or refunds are permitted for printers, toners, or software licenses once provisioned.
    4. Manufacturer Warranty: Z-Tech facilitates manufacturer warranties (typically one year) but is not the warrantor. Warranty is void if products are physically damaged, altered, or serviced by unauthorized parties.
    5. Business Hours: Standard installation and support occur Monday–Saturday, 8:00 AM – 6:00 PM EST. After-hours or holiday rates apply as specified in the Service Order.

    Section 2 – Managed Services & Support

    1. MSP Cancellation: For recurring Managed Support Plans, the Client must provide at least thirty (30) days' written notice prior to the next billing cycle.
    2. On-Site Appointments: Cancellation of scheduled on-site visits requires twelve (12) hours' notice. Failure to provide notice may result in a missed-appointment fee equivalent to one hour of labor plus the dispatch fee.
    3. Compliance Assistance: Z-Tech will assist with audits (e.g., PIPEDA, PHIPA, ISO) or insurance applications at the Client's request. This specialized consulting is billed at our standard hourly rates.
    4. Data Ownership: The Client remains the sole "Data Controller" and owner of all information. Z-Tech acts strictly as a "Data Processor" and "Service Provider."

    Section 3 – Security & Liability (The "MSP Shield")

    1. Cybersecurity Disclaimer: While Z-Tech implements industry-standard security (MDR, EDR, Firewalls), the Client acknowledges that no security measure is 100% foolproof. Z-Tech is not liable for damages resulting from zero-day exploits, sophisticated state-sponsored attacks, or Client-side negligence (e.g., sharing passwords).
    2. Backup Responsibility: While Z-Tech manages backup systems, the Client is responsible for ensuring they have designated which data is "mission-critical." Z-Tech is not liable for data loss occurring between scheduled backup intervals.
    3. Limitation of Liability: Z-Tech's total aggregate liability for any claim—whether in contract or tort (including negligence)—shall not exceed the total fees paid by the Client to Z-Tech in the three (3) months immediately preceding the incident.
    4. Indirect Damages: Z-Tech is never liable for indirect, incidental, or "consequential" damages, including loss of profits, data corruption, or business interruption.

    Section 4 – Payment & Financials

    1. Terms: All invoices are Net 15 (unless otherwise stated).
    2. Late Fees: Overdue balances incur interest at 2% per month (24% per annum).
    3. Suspension: Z-Tech reserves the right to suspend all services (including security monitoring and backups) for accounts overdue by more than thirty (30) days. Z-Tech is not liable for any security breaches occurring during a period of service suspension.

    Section 5 – Service Level Objectives (SLO)

    1. Response Times: Z-Tech targets the following response times for managed clients:
      • Critical (System Down): 1 Hour
      • High (Major Disruption): 4 Hours
      • Normal (General Request): 1 Business Day
    2. Exclusions: Performance targets exclude time spent waiting for Client feedback or third-party vendor (e.g., Microsoft, Bell/Rogers) resolutions.

    Section 6 – Governance & Non-Solicitation

    1. Non-Solicitation: The Client agrees not to hire, or attempt to hire, any Z-Tech employee or contractor for a period of one (1) year following the termination of service. Breach of this clause results in a placement fee equal to 50% of the employee's annual salary.
    2. Governing Law: This Agreement is governed by the laws of the Province of Ontario.
    3. Dispute Resolution: Any unresolved disputes shall be settled by binding arbitration in Vaughan (Woodbridge), Ontario, per the Arbitration Act, 1991 (Ontario).

    Section 7 – Privacy & PIPEDA

    1. Privacy: Z-Tech handles all "Personal Information" in strict accordance with PIPEDA and our Privacy Policy. We use commercially reasonable safeguards to ensure data residency requirements (Canadian data centers) are met where requested.