Your IT Department Without the Headcount

1. SERVICES & SCOPE. Provider agrees to deliver the Exclusive Membership services as listed on this page: dedicated IT manager (named contact, 24/7 availability), 15-minute response time 24/7/365, same-day on-site guarantee, all Pro-level services (24/7 help desk & monitoring, proactive issue resolution, full cybersecurity stack, cloud management M365/Azure, backup & DR management, network monitoring & optimization, unlimited on-site visits up to 4 hrs/visit, quarterly IT review & reporting, priority phone support), quarterly IT strategy sessions (90-minute executive-level), preferred hardware/software pricing, 99.9% uptime SLA with service credits, executive dashboards & real-time reporting, full project management (scoping, scheduling, vendor coordination, QA, delivery), and annual IT budget planning. Services are performed in accordance with industry-standard practices. Services not explicitly listed are out of scope and will be quoted separately.

2. TERM & RENEWAL. The initial term is twelve (12) months from the date the 7-day free trial expires (the "Effective Date"). The plan is billed month-to-month at $999 per site per month. Upon completion of the 12-month initial term, the agreement automatically renews on a month-to-month basis until terminated by either party with thirty (30) days' written notice.

3. 7-DAY FREE TRIAL & OPT-OUT. Customer receives seven (7) calendar days of full Exclusive-level service from the Effective Date at no charge. During the trial, the dedicated IT manager is assigned, 15-minute response is active, and all services are fully operational. To cancel during the trial, Customer must provide written notice (email to support@myonetech.com) before the 7th day ends. If no notice is given, the agreement becomes binding on day 8 and billing begins on the next calendar month. No partial-day proration applies.

4. CANCELLATION & EARLY TERMINATION. After the 7-day trial, Customer may not cancel the agreement without incurring the Early Termination Fee (ETF). The ETF equals the sum of all remaining monthly payments through the end of the 12-month initial term. Example: If Customer cancels in month 4, the ETF is 8 × $999 = $7,992. After the initial 12-month term, either party may cancel with 30 days' written notice and no ETF applies. Provider may terminate for material breach (non-payment after 15-day cure period, unlawful use of services) with immediate effect, in which case no ETF is owed by Customer.

5. PAYMENT TERMS. Monthly fees are due on the 1st of each month and are non-refundable once the service period begins. Payment is accepted via ACH, check, or credit card. Late payments incur a 1.5% monthly finance charge. Provider may suspend service after 15 days of non-payment with 5 days' prior written notice. All fees are exclusive of applicable taxes.

6. DATA RESPONSIBILITY & BACKUP. Customer is solely responsible for maintaining current, verified backups of all data prior to and during the service term. Provider manages backup infrastructure and performs verified restore testing as part of the Services. Provider shall not be liable for any loss, corruption, alteration, or destruction of data, files, emails, or information stored on Customer's devices, servers, or third-party environments, regardless of cause, including but not limited to hardware failure, software error, human error, cyber attack, or Provider's negligence in the performance of Services. Provider will make reasonable efforts to preserve data during service, but no guarantee of data integrity or recovery is made.

7. BEST-EFFORTS SERVICE & WARRANTY. All repairs, configurations, and implementations are performed in accordance with industry standards. Some components may be unavailable, obsolete, or beyond economical repair. Provider's warranty on parts and labor performed is ninety (90) days from the date of service completion. This warranty does not cover damage caused by misuse, liquid exposure, physical impact, power surge, unauthorized modification, or failure to follow Provider's written care instructions.

8. COST AUTHORIZATION & SCOPE CONTROL. Customer authorizes Provider to perform in-scope work up to the quoted price. If additional issues are discovered that would increase cost beyond fifteen percent (15%) of the original quote for that specific job, Provider will contact Customer for written approval before proceeding. No out-of-scope work is performed without explicit consent. On-site visits include up to 4 hours each; additional time is billed at $85/hour with prior notification. Project management is included at no additional fee for projects up to 80 hours. Projects exceeding 80 hours are scoped and approved separately.

9. ON-SITE SERVICE TERMS. For on-site visits, Customer agrees to: (a) provide safe and secure access to the work area; (b) provide adequate power outlets and a stable working environment; (c) have a point of contact available during the visit; and (d) for network work, provide existing documentation or administrator credentials. Provider is not liable for incidental damage to Customer's property caused by pre-existing conditions (power instability, water damage, pest damage, structural issues) discovered during service. Same-day on-site guarantee applies to business days (Monday–Friday). For Critical Incidents reported after hours, Provider targets same-day or next-morning arrival on a best-efforts basis.

10. SOFTWARE, LICENSING & COMPLIANCE. Customer is solely responsible for owning valid, licensed copies of all operating systems, applications, and software running on their devices and infrastructure. Provider does not supply, activate, or warrant the legality of pre-existing software. Customer is responsible for ensuring their use of software complies with applicable licenses and regulations. Provider may recommend compliance remediation but is not a legal advisor.

11. SECURITY & CONFIDENTIALITY. Provider will implement reasonable administrative, technical, and physical safeguards to protect Customer's data and systems. However, Provider cannot guarantee absolute security or prevent all cyber threats. Provider will not disclose Customer's confidential information to third parties without written consent, except as required by law. Customer agrees not to use Provider's services for any unlawful purpose. Both parties agree to maintain the confidentiality of business information shared during the service term, with this obligation surviving termination for two (2) years.

12. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING FROM OR RELATED TO THE SERVICES, REGARDLESS OF THE CAUSE OF ACTION OR THEORY OF LIABILITY. PROVIDER'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO PROVIDER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

13. INTELLECTUAL PROPERTY. Provider retains all rights to its methodologies, scripts, monitoring tools, dashboards, and proprietary processes. Customer retains all rights to its data, documents, and business content. Neither party acquires any rights in the other's intellectual property through this agreement.

14. INDEPENDENT CONTRACTOR. Provider is an independent contractor. Nothing in this agreement creates a partnership, joint venture, or employment relationship. Provider is not an employee of Customer and Customer is not an employee of Provider.

15. FORCE MAJEURE. Neither party shall be liable for failure to perform obligations due to causes beyond reasonable control, including but not limited to natural disasters, war, terrorism, government action, pandemic, or widespread internet/telecommunications failure. Affected party will use reasonable efforts to resume performance as soon as practicable.

16. DISPUTE RESOLUTION & GOVERNING LAW. This agreement is governed by the laws of the State of New Mexico, without regard to conflict of law principles. The parties will first attempt to resolve any dispute through good-faith negotiation for thirty (30) days. If unresolved, disputes shall be submitted to binding arbitration in Doña Ana County, New Mexico, under the rules of the American Arbitration Association. The prevailing party is entitled to recover reasonable attorney's fees and costs. Either party may seek injunctive relief in the state or federal courts of Doña Ana County, New Mexico.

17. ASSIGNMENT & SUBCONTRACTING. Customer may not assign this agreement without Provider's written consent. Provider may subcontract portions of the service delivery to trusted third parties, provided Provider remains fully responsible for performance and confidentiality.

18. NOTICES. All formal notices (cancellation, termination, breach) must be in writing and delivered via email to support@myonetech.com (for Customer) or to the address listed on the invoice (for Provider). Notice is effective upon confirmed delivery (read receipt or return email for email; 3 business days for certified mail).

19. ENTIRE AGREEMENT & AMENDMENTS. This document, together with the service description on this page, constitutes the entire agreement between the parties regarding the Exclusive Membership. No prior or contemporaneous representations, oral or written, are binding. No modifications are valid unless made in writing and signed (or electronically acknowledged) by both parties. If any provision is found unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

20. ELECTRONIC SIGNATURE. Customer acknowledges that submitting the enrollment form on this page constitutes an electronic signature under the ESIGN Act (15 U.S.C. § 7001 et seq.) and the New Mexico UETA. This electronic signature is legally equivalent to a handwritten signature and creates a binding, enforceable contract between the parties.