Consulting Service Terms and Conditions

Addendum “A”

Version: 05.08.2025

Last Updated: 5/08/2025

Agreement: By establishing a Prepaid Block of Time (BOT) / Priority Support Agreement with Jaydien Network Solutions (referred herein as “Contractor” or “JNS”), agreeing to accept information technology (IT) consulting services on an hourly basis from JNS, agreeing to purchase hardware from JNS, or agreeing to purchase a perpetual or subscription-based software or service, the Customer or Client agrees to the following terms and conditions:

1. These terms and conditions may be updated at any time with 30 days’ written notice to the Client. This agreement allows JNS to provide necessary computer or IT support and to have full access to all necessary equipment supported by the Client’s business. Work is to be completed only on computers located at the Client’s office(s) as listed by the bill-to address or at JNS’s primary place of business. If the Client chooses to drop off equipment at JNS’s premises for repair or service, JNS is not responsible for lost or stolen equipment unless received by a JNS employee or representative.
2. Any work performed by a JNS employee or representative shall be billed at the hourly rate according to the level of the priority support agreement entered into by the Client or at the standard time and materials hourly rate if the Client is not enrolled in a priority support agreement. After a Client establishes a priority support agreement with JNS, service hours will be deducted from the Client’s existing BOT until depleted, at which time it may be renewed at the same or a different level. At JNS’s discretion, work performed on computers or networks not residing at the listed office and outside the BOT contract may be billed at the current time and materials hourly rate.
3. BOT accounts must be renewed before the balance reaches zero hours. If a BOT account balance reaches zero, all subsequent service and travel time will be billed at JNS’s current time and materials service rate with no guaranteed response time. If the Client fails to utilize the support services included in their Tech Support Service Contract for one month or more, a monthly inactivity fee of 0.5 hours will be charged to compensate JNS for maintaining the Client’s account, including administrative and system maintenance costs.
4. Residential service or repair will be billed at the hourly rate established for residential service and repair. A diagnostic fee will be charged for all repairs. If the Client proceeds with the repair presented by JNS, the diagnostic fee will be applied to the total bill.
5. Predetermined costs for certain residential service and repairs have been established by JNS and are listed on our website: https://jaydien.com/computer-and-cell-phone-repair/.
6. Commercial Service, Residential Service, or Prepaid Contract Conditions:
   1. Appointments are scheduled Monday through Friday, 9:00 a.m. to 5:00 p.m., excluding major holidays (listed below), unless prior arrangements are made. Voicemail and email requests are reviewed and acknowledged prior to service guarantees and are considered next business day for tracking purposes.
   2. Services performed during holidays will be charged at double the hourly rate. Holidays include: New Year’s Day, Presidents Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, the day after Thanksgiving, Christmas Eve, Christmas Day, the day after Christmas, and New Year’s Eve.
   3. Response times for emergencies may vary due to uncontrollable circumstances; however, every effort will be made to arrive within the guaranteed response time of the Client’s priority support agreement/BOT, or the service guarantee will apply. Standard time and materials rates do not include a guaranteed response time.
   4. Services performed after normal business hours (Monday – Friday, 9:00 a.m. to 5:00 p.m.) will be charged at a rate of time and a half, and weekends are double time.
   5. Remote, email, phone support, and/or offline support, including NetWatch support, will be billed in increments of 5 minutes with a 15-minute minimum.
   6. Onsite support will be billed with a 1-hour minimum and in 5-minute increments thereafter. Travel time charges apply and are billed at the current hourly service rate or the Client’s designated special hourly service rate. For BOT contract customers, actual travel time will be deducted from the BOT balance.
   7. Return travel time costs apply to all onsite support requests and are billed at the current hourly rate or the Client’s designated special hourly service rate. For BOT contract customers, actual return travel time will be deducted from the BOT balance.
   8. The Client will reimburse JNS for all long-distance phone calls made in the effort to service the Client’s computers.
   9. If the Client requests JNS to purchase parts, the Client agrees to pay/reimburse costs incurred for acquiring replacement parts on the same day the parts are purchased.
   10. All time spent consulting with or for the Client in selecting replacement parts will be considered billable hours if the Client purchases from another or third-party vendor.
   11. The Client understands that the level of internet connectivity on-site may result in certain tasks taking longer than usual or expected.
7. All hardware and software are warranted according to the manufacturer’s terms and conditions. Installation of software is not covered under warranty. Hardware and software sold by JNS to the Client and installed at the Client’s premises, or previously sold to or installed by a third party, will only be supported or warranted by JNS if used or implemented according to the manufacturer’s guidelines or specifications. JNS will not support or warrant any non-standard installation, configuration, or use as defined by the manufacturer.
8. No warranty or guarantee is provided for commercial or residential technical or IT consulting services provided on-site, remotely, by phone, by email, or at JNS’s primary place of business. A reasonable period of good faith will be provided to resolve a reoccurring or unresolved issue by JNS staff, but this does not constitute a written guarantee or warranty for free service or repair for work already performed.
9. Refunds and Contract Terminations:

   The Client is obligated to fulfill the entire term of any Monthly, Quarterly, Yearly, or Prepaid Service Contract. Early termination is not permitted except through a buyout of the remaining contract term’s fees, calculated as the total remaining fees due for the initial or renewal term.

   1. Refunds: No refunds are allowed for prepaid service hours or monthly contract fees. Prepaid service hours and monthly contract fees are non-transferable for use with hardware, software, or other non-service-related purchases and will remain in a non-interest-bearing account until depleted or expired.
   2. Contract Terminations: Monthly, Quarterly, Yearly, and Prepaid Service Contracts may not be terminated early by the Client except by paying the full balance of the remaining fees for the contract term in advance. To terminate early, the Client must provide written notice and pay the remaining balance of all fees for the current term within 30 days of notice. Termination fees may apply, and credit balances are subject to JNS’s refund policy.
   3. Monthly Re-occurring Services: All monthly reoccurring services have a minimum term of 12 months. No monthly reoccurring services are offered on a month-to-month basis. The Client may not terminate the service early except by paying the full balance of the remaining months’ fees for the 12-month term. To terminate, the Client must provide 90 days’ written notice prior to the end of the term. If notice is not provided, services will automatically renew for another 12-month term, and charges will be processed using the payment information on file. Transfer of ownership of the Client’s business to a third party or discontinuation of need for services does not nullify the Agreement or the obligation to pay for the full term.
10. Confidentiality/Security: The Client acknowledges that JNS will have access to various trade secrets, inventions, innovations, processes, information, records, and specifications owned or licensed by the Client. JNS agrees not to disclose or use such information, directly or indirectly, during or after the term of this Agreement, except as required in the course of business with the Client. All files, records, documents, and similar items relating to the Client’s business remain the exclusive property of the Client. JNS shall not retain copies without the Client’s prior written consent and shall deliver all such items to the Client upon termination or request. The Client agrees not to disclose information regarding JNS’s services, terms, or compensation to JNS employees without prior consent.
11. Termination: This Agreement may be terminated in writing by JNS if the Client breaches the Agreement and fails to cure within 30 days of written notice. The Client may terminate in writing if JNS breaches the Agreement and fails to cure within 30 days. In the event of early termination by the Client, all remaining fees for the contract term become immediately due unless a buyout is completed as specified in section 9.
12. Disputes: Any dispute related to this Agreement shall first be addressed by JNS and the Client. If unresolved, the parties agree to resolution with a neutral third-party mediator, splitting the cost of mediation. If no violation of the Agreement has occurred and the Client fails to pay or comply, JNS will pursue legal action in small claims court. The Client agrees to pay all costs associated with small claims court, late fees, finance charges, and bank fees.
13. Refusal of Service: JNS reserves the right to refuse all service, terminate accounts, support contracts, or subscriptions at any time without prior notification.
14. Warranty of Service: No warranties are provided for consulting services. If multiple service calls are needed for an issue, each call will be billed separately. The Client is responsible for all service charges incurred, even if an issue cannot be resolved due to factors outside JNS’s control.
15. Warranty of Equipment: Warranties on hardware or software purchased from JNS are subject to the manufacturer’s terms. JNS will provide troubleshooting and part replacement services at an additional cost but does not warrant parts or service on behalf of manufacturers or third parties.
16. Training: Basic training will be provided for new equipment or software installed by JNS. If JNS staff lacks the knowledge to provide adequate training, JNS may decline to offer training and refer the Client to the manufacturer’s documentation or qualified training partners.
17. Abandoned Equipment: Equipment dropped off or authorized for transport to JNS’s facility for repair must be picked up and paid for within 30 days from completion. A storage fee of $5/day will be charged thereafter. Equipment not picked up and paid for within 60 days will become the property of JNS.
18. Payment Terms:
    1. Equipment:
       1. 100% of the equipment cost is required before JNS orders equipment on behalf of the Client. All equipment quotes must be signed by an authorized representative of the Client. If payment is made by check or credit card, JNS may delay ordering until funds clear.
       2. Payment can be made by cash, check, credit card, or check by phone.
       3. If the project scope changes to include additional equipment or services, these will be subject to separate payment terms.
       4. If deposit terms are agreed upon and the balance is due after installation or milestones, installation must commence within 30 days of equipment arrival at JNS’s facility. If delayed beyond 30 days, the balance must be paid in full regardless of project status.
    2. Service:
       1. All priority support agreements require payment in full upon signing.
       2. No support services will be rendered until payment is received in full. If payment is by check or credit card, JNS may delay services until funds clear.
       3. Services performed at standard time and materials rates require payment in full at the end of the service call, by cash, check, credit card, or check by phone.
    3. Term Details:
       1. Zero Days of Good Payment History or Late Payment History: Invoices are due upon receipt. A 5% late fee is assessed every 30 days an invoice is overdue.
       2. 180 Days of Good Payment History (Minimum of 6 Invoices): Net 15 terms. A 5% late fee is assessed every 30 days an invoice is overdue.
       3. 1 Year of Good Payment History (Minimum of 12 Invoices): Net 30 terms. A 5% late fee is assessed every 30 days an invoice is overdue.
       4. JNS reserves the right to adjust these terms at any time with 30 days’ written notice.
       5. If an account reaches 90 days overdue, it will be sent to collections for the full amount due plus late fees and interest.
    4. Subscription / Reoccurring Payments:
       1. Payments for reoccurring monthly, quarterly, semi-annual, and annual subscriptions must be processed by ACH or credit card, kept on file for the subscription duration.
       2. Subscriptions remain in effect until canceled in writing with 90 days’ notice prior to the end of the term. The Client must notify JNS in writing of changes to account details, business closure, ownership changes, or device changes affecting the subscription. Failure to notify JNS will result in continued subscription charges.
          1. Monthly Term Subscriptions: Require 90 days’ written notice for cancellation. If notice is not provided, services renew for another 12-month term, and charges are processed using payment information on file.
          2. Yearly Term Subscriptions: Require 90 days’ written notice for cancellation. If notice is not provided, services renew for another 12-month term, and charges are processed using payment information on file.
       3. If a credit card or ACH transaction is rejected, JNS may attempt to process the charge again within 30 days.
       4. If a fee or penalty is charged to JNS for a rejected transaction, JNS may request reimbursement from the Client.
       5. JNS reserves the right to suspend services due to non-payment.
       6. Subscription prices and terms are subject to change with 30 days’ written notice.
    5. Credit Card Processing Fee:
       1. A service charge of 3% will be applied to payments made by credit or debit card.