Terms of Service
Effective Date: 9/25/2024
These Terms of Service (“Agreement”) govern the use of IT services provided by Nickel Ideal Tek Inc. (“We,” “Us,” or “Our”). By engaging Nickel Ideal Tek Inc. for IT support, consulting, or related services, you (“Client” or “You”) agree to be bound by the following terms and conditions.
1. Services Provided
Nickel Ideal Tek Inc. provides a range of IT support and consulting services, including but not limited to:
- IT Support & Maintenance
- Cybersecurity & Threat Monitoring
- Data Backup & Recovery
- Network Management
- Software & Hardware Consultation
- Managed IT Services
The specific scope of services for each client will be outlined in a separate Service Agreement or Statement of Work (“SOW”).
2. Subscription Services
Nickel Ideal Tek Inc. offers the following subscription services:
Tools Package:
- Workstation: $65 per month per device.
- Server: $100 per month per server.
- Includes: Antivirus (AV), Managed Detection and Response (MDR), Endpoint Detection and Response (EDR), Microsoft Office 365 Standard, Workload Backup, Password Manager, and Remote Monitoring and Management (RMM).
AYCE (All-You-Can-Eat) Services:
- $225 per user per month.
- Includes the Tools Package, Unlimited Remote Support, and up to two onsite visits per month.
Subscription Setup Costs
- Setup Cost: Subscriptions are subject to a setup fee equivalent to 1x Monthly Recurring Charge (MRC).
- System Updates: Additional costs may be incurred to bring systems up to date and supportable. These costs will be billed at an hourly rate for labor and on a cost-plus basis for hardware and software.
Subscription Terms
- Initial Term: Subscriptions are for an initial term of 36 months.
- Renewal: Subscriptions will automatically renew unless canceled prior to the renewal date.
3. Subcontracting
Nickel Ideal Tek Inc. reserves the right to subcontract certain services to third parties. The terms and conditions of these third parties will be incorporated into this Agreement, and by engaging Nickel Ideal Tek Inc., the Client agrees to be bound by the third-party terms where applicable.
4. Payment Terms
- All invoices are due upon receipt unless otherwise specified in the SOW.
- Payments not received within 30 days of the invoice date will incur a 2.5% monthly compounded late fee.
- Services may be suspended or terminated in the event of non-payment after 45 days without further notice.
- Nickel Ideal Tek Inc. reserves the right to charge interest on overdue amounts in addition to late fees.
5. Service Rates
- On-Site Support: $175 per hour with a 90-minute minimum charge.
- Remote Support: $175 per hour with a 15-minute minimum charge.
- Unscheduled After-Hours Remote Support: $250 per hour with a 1-hour minimum charge.
- Unscheduled After-Hours On-Site Support: $250 per hour with a 4-hour minimum charge.
Unscheduled after-hours support refers to any support requested outside of Nickel Ideal Tek Inc.’s regular business hours, which are Monday through Friday, 9:00 AM to 5:00 PM Central Time, unless otherwise contracted.
6. Cybersecurity Monitoring and Threat Detection Services
Clients who subscribe to our cybersecurity monitoring and threat detection services acknowledge that these services are designed to identify and mitigate potential threats. However, Nickel Ideal Tek Inc. does not guarantee that the Client’s business will not experience disruptions, cybersecurity incidents, or financial losses, even with these services in place.
7. Client Responsibilities
- Cyber Insurance: Clients are required to maintain their own cyber insurance policies. Nickel Ideal Tek Inc. is not responsible for any financial losses resulting from cyber incidents not covered by the Client’s insurance.
- Software Licensing: Clients must maintain legitimate and up-to-date licenses for all software installed or used within their business operations. Nickel Ideal Tek Inc. is not liable for any software compliance issues or licensing violations.
- Password Management: Clients are solely responsible for maintaining their own passwords and ensuring the security of their credentials. Nickel Ideal Tek Inc. may provide recommendations, but the implementation and management of passwords remain the Client’s responsibility.
- Recommendations: Nickel Ideal Tek Inc. may make recommendations regarding security, hardware, software, or other IT-related matters, but all decisions regarding the acceptance and implementation of these recommendations rest with the Client.
- Hardware Warranties: Clients are responsible for ensuring that all hardware is covered by manufacturer warranties, particularly for mission-critical systems. The Client must maintain these warranties to ensure proper support and replacement in the event of hardware failure.
8. Exclusions
The following items are excluded from all subscription plans, including the AYCE plan:
- Hardware Purchases and Replacement Costs: The cost of purchasing or replacing hardware is not included.
- Third-Party Software and Services Not Included in the Tools Package: Any third-party software or services that are not explicitly included in the Tools Package are excluded.
- Support for Third-Party Hardware and Software: Provided on a best-effort basis only.
- User Training: Training on limited applications is available and billed separately on an hourly basis and is not included in any subscription plan.
9. Remote Access Tools
Nickel Ideal Tek Inc. utilizes remote access tools to perform services efficiently. While we employ best practices to secure access to these tools, the Client acknowledges that remote access tools can be exploited by unauthorized parties with malicious intent. Nickel Ideal Tek Inc. is not responsible for any actions taken by unauthorized users who gain access to these tools without our knowledge or consent.
10. Anti-Poaching
Clients agree not to directly or indirectly hire, solicit, or engage any current or former employee or contractor of Nickel Ideal Tek Inc. for employment or services during the term of the agreement and for a period of 12 months thereafter, without the express written consent of Nickel Ideal Tek Inc. In the event of a breach of this clause, the Client agrees to pay Nickel Ideal Tek Inc. a placement fee equivalent to the greater of 12 months of the employee’s salary or $50,000.
11. Confidentiality
Both parties agree to maintain the confidentiality of all sensitive, proprietary, or non-public information, including but not limited to client data, business strategies, and technical information, which may be disclosed during the course of the engagement. Information may only be disclosed to third parties if legally required, and only after providing notice to the other party and giving an opportunity to object to or limit the disclosure. Both parties must implement reasonable measures to protect this information from unauthorized access or disclosure.
12. Illegal Acts and Immediate Termination
Nickel Ideal Tek Inc. and its employees will not entertain, participate in, or assist in any scheme, illegal act, or attempt to defraud. Clients requesting such actions will be subject to immediate termination of services, and the total value of the contract or Statement of Work (SOW) will become due immediately.
13. Service Hours
- Nickel Ideal Tek Inc. provides services during standard business hours, which are Monday through Friday, 9:00 AM to 5:00 PM Central Time, unless otherwise contracted.
- Emergency support or services outside of regular business hours may be provided at an additional cost and must be arranged through a separate agreement or contract.
14. Limitation of Liability
Nickel Ideal Tek Inc. will not be held liable for:
- Any indirect, special, incidental, punitive, or consequential damages, including but not limited to loss of data, business interruption, loss of profits, or other financial loss, even if advised of the possibility of such damages.
- Failures caused by third-party hardware, software, or services, including but not limited to cloud providers, Internet service providers, or hardware vendors.
- Any unauthorized access to Client’s systems or data breaches unless caused by our gross negligence or willful misconduct.
Liability in any case will be limited to the amount paid by the Client for the specific service that gave rise to the claim.
15. Third-Party Software and Hardware
Nickel Ideal Tek Inc. may recommend, install, or configure third-party hardware or software as part of our services. However:
- We are not responsible for defects, malfunctions, or failures in any third-party products.
- Support for third-party products is the responsibility of the original vendor or manufacturer.
- Warranties for third-party hardware or software remain solely with the vendor or manufacturer.
16. Indemnification
The Client agrees to indemnify and hold harmless Nickel Ideal Tek Inc. from any claims, liabilities, damages, losses, and expenses (including reasonable attorney’s fees) arising from:
- The Client’s use or misuse of services.
- Any claim that the Client’s data or activities infringe on the intellectual property rights of a third party.
- Any breach of this Agreement by the Client, except for damages caused by Nickel Ideal Tek Inc.’s gross negligence or willful misconduct.
17. Termination
- Either party may terminate this Agreement by providing 30 days’ written notice.
- In the event of a material breach, including non-payment, Nickel Ideal Tek Inc. reserves the right to terminate services immediately without prior notice.
- Upon termination, all outstanding fees and payments will become immediately due and payable.
18. Dispute Resolution
In the event of a dispute, the parties agree to resolve the matter through binding arbitration conducted in Houston, Texas. The prevailing party in any dispute will be entitled to recover reasonable attorney’s fees and costs.
19. Force Majeure
Nickel Ideal Tek Inc. will not be liable for delays or failures to perform its obligations due to circumstances beyond our control, including but not limited to natural disasters, acts of God, war, terrorism, government restrictions, labor disputes, or internet or power outages.
20. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles.
21. Changes to Terms
Nickel Ideal Tek Inc. reserves the right to update or modify these Terms of Service at any time. We will notify Clients of any material changes by email or other appropriate means. Continued use of services following such notice constitutes acceptance of the updated terms.
22. Severability
If any part of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.
23. Entire Agreement
This Agreement constitutes the entire understanding between the Client and Nickel Ideal Tek Inc. with respect to services provided, superseding all prior agreements, representations, or understandings, whether written or verbal.
Acknowledgment
By engaging Nickel Ideal Tek Inc. for services, the Client acknowledges that they have read, understood, and agreed to the above Terms of Service.