PCS International Managed Services
STANDARD TERMS AND CONDITIONS
These standard terms and conditions (“Terms and Conditions”) together with the Proposal (“Proposal”) which incorporates by reference these Terms and Conditions establish the provisions of the agreement (“Agreement”) between PCS International and Customer. All terms with initial capital letters used herein but not otherwise defined shall have the respective meanings set forth in the Proposal.
PCS International agrees to provide the following services (individually and collectively the “Services”) to Customer where such Services are specified and ordered by Customer on the Proposal:
PCS MaintainIT is a maintenance agreement for your IT infrastructure.
PCS ManageIT is a full service agreement to manage and support your IT infrastructure.
PCS RecycleIT is the environmentally friendly solutions to disposing of your IT infrastructure. Certificate of Destruction available for an additional fee.
PCS MonitorIT(sm): Network Monitoring – Monitoring services for status and health of IP based devices and provides alerts and reporting of activity.
PCS TekPak is program to help you save money on our normal hourly rate by prepaying a certain amount.
PCS International will commence billing and Customer agrees to pay for the Services as of the Effective Date on the Proposal. PCS International shall invoice Customer as provided in the Proposal and on the frequency designated in the Proposal. All invoices shall be due and payable on receipt. Invoices shall be deemed delinquent fifteen (15) days after the invoice date, delinquent payments shall bear interest at the rate of one-and-one-half percent (1.5%) per month (or the highest rate permitted by law, if less) from the payment due date until paid in full. PCS International reserves the right to suspend or restrict access to the Services without notice until Customer pays all past due amounts. Customer shall pay PCS International the fees in the amount and on the terms specified in the Agreement, free and clear of, and without any reduction for, any and all taxes. Customer shall pay any duties and taxes, including sales, use, personal property, value-added, excise, customs fees, import duties or stamp duties imposed by governmental agencies of whatever kind and imposed with respect to this Agreement. All fees and remittances will be in United States Dollars and are quoted as “cash discount”. Pricing shall not increase during the Initial Term (as hereinafter defined). After the Initial Term, PCS International may increase the prices for the Services by an amount equal to or less than the than the increase in the Consumer Price Index as promulgated by the United States Department of Labor Bureau of Labor Statistics for All Urban Consumers in the Los Angeles-Riverside-Orange County, CA MSA since the Effective Date.
The Agreement shall become effective and commence on the Effective Date and shall continue in full force and effect for the period specified in the Proposal (the “Initial Term”). Upon the expiration of the Initial Term, the Agreement shall automatically renew for additional successive terms of one (1) year (each a “Renewal Term”), unless either party notifies the other in writing at least thirty (30) days prior to the conclusion of the then-current term of its election not to renew the Agreement. The Initial Term and all Renewal Terms are collectively referred to as the “Term.”
The Agreement may be terminated by either party upon thirty (30) days written notice to the other party if: (i) either party breaches any material duty, obligation or covenant contained in the Agreement and, to the extent such breach is capable of being remedied, such breach continues un-remedied for thirty (30) calendar days following notice thereof from the non-breaching party to the breaching party or (ii) a party files a voluntary petition in bankruptcy or insolvency or a petition for reorganization under any bankruptcy law, a party consents to any involuntary petition in bankruptcy or if a receiving order is given against such party under any bankruptcy law, or an order, judgment or decree is entered by any court of competent jurisdiction, upon the application of a creditor, receiver, trustee or liquidator of all or a substantial part of a party’s assets, and the same has not been discharged or terminated without prejudice to the other party’s rights under the Agreement within thirty (30) calendar days. Other than as expressly provided elsewhere in the Agreement, such termination shall be Customer’s sole and exclusive remedy in case of a material breach of the Agreement by PCS International. If the Customer terminates without cause during the Initial Term, or otherwise breaches the Agreement, all waived costs, discounts, promotions or inducements shall become immediately due and payable.
If termination is made before the end of the term, refunds must be explicitly requested in writing and will be processed 30 days after acceptance under the following terms:
Please refer to your signed agreement.
Please refer to your signed agreement.
Refunds will 50% for any unused months left in the term. No refund for partial months
Once Executed, there are no refunds available for this program.
A PCS TekPak(sm) may be cancelled at any time. A refund of any available balance will be processed in 30-45 days but only after remaining balance is applied to all outstanding invoices.
6. Customer Obligations.
Customer shall have the following obligations, in addition to those set forth elsewhere in the Agreement: (i) Customer is and will remain solely responsible for complying with all laws, rules and regulations regarding the management and administration of its electronic messaging system; (ii) Customer agrees to be solely responsible for maintaining the confidentiality and security of Customer access information, such as accounts, passwords and other account identifiers which Customer chooses or is assigned as well as all activities that occur under such accounts, passwords and other account identifiers; (iii) Customer acknowledges and agrees that PCS International’s responsibilities and liability do not extend to the internal management or administration of Customer’s electronic messaging system or messages; (iv) Customer agrees that it shall not solicit or obtain orders or resell the Services, (v) Customer agrees that it shall not sublicense, distribute, sell, lease, rent, loan, or otherwise transfer the Services to any third party; (vi) Customer agrees that it shall not modify, adapt, alter, translate, or create derivative works from the Services, (vii) Customer agrees that it shall not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Services; (viii) Customer agrees that it shall not remove or alter any copyright or any other proprietary rights notice included in the Services; (ix) the Services are for use with normal business use only, and may not be used for any other purpose; (x) Customer agrees to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the United States Department of Commerce, trade and economic sanctions maintained by the Treasury Department’s Office of Foreign Assets Control; and (xi) Customer agrees to comply with PCS International’s Acceptable Use Policy existing as of the Effective Date.