MCIT BUSINESS SOLUTIONS TERMS OF SERVICE

Effective Date: 01/01/2024

Introduction

Welcome to MCIT Business Solutions (“MCIT”). By engaging our
services, you agree to be bound by the following Terms of Service
(“TOS”). Please read them carefully. These TOS apply to all services
provided by MCIT to its clients (“Client”).

1. Definitions

1.1 “Agreement” refers to this Terms of Service document and
any accompanying service agreements or appendices.

1.2 “Client” refers to the entity that is entering into a
service agreement with MCIT.

1.3 “Services” refers to all IT services provided by MCIT,
including but not limited to operation, maintenance, and management of computer
systems as described in the service agreement.

1.4 “Computer System” refers to the computer hardware and
software specified in the service agreement.

2. Term and Renewal

2.1 The initial term of this Agreement is 36 months.

2.2 This Agreement will automatically renew for subsequent terms equal to
the initial term, unless either party provides written notice of intent not to
renew at least sixty (60) days before the end of the current term.

2.3 Adjustments to fees during renewal periods will not exceed 8% of the
existing monthly fees unless mutually agreed upon.

3. Services Provided

3.1 MCIT will provide Services as outlined in the service agreement,
including operation, maintenance, and management of the Client’s Computer
System.

3.2 Specific services include, but are not limited to, server backups,
network monitoring, and helpdesk support, as detailed in Appendix A of the
service agreement.

4. Client Responsibilities

4.1 The Client must ensure all hardware and software meet the minimum
standards specified by MCIT.

4.2 The Client agrees to provide MCIT with necessary workspace and access
to the Computer System to perform the Services.

4.3 The Client agrees to maintain current licensing and support
agreements for all software and hardware.

5. Payment Terms

5.1 The Client agrees to pay MCIT as per the fees outlined in the service
agreement.

5.2 Invoices will be issued monthly, and payment is due as defined in the
service agreement.

5.3 Late payments will incur an interest charge of 1.5% per month on
overdue amounts.

5.4 In the event of non-payment, MCIT may suspend Services and pursue
legal remedies.

6. Billing Disputes

6.1 The Client must notify MCIT in writing of any disputed charges within
ninety (90) days from the date of the invoice in question.

6.2 MCIT will review the disputed charge and provide a determination
within thirty (30) days of receiving notice of the dispute.

6.3 If a billing error is found, any refunds will be provided in the form
of block hours to be used on projects outside of the contract.

6.4 No disputes will be reviewed or considered after the ninety (90) day
period.

7. Confidentiality

7.1 MCIT agrees to maintain the confidentiality of all proprietary
information received from the Client.

7.2 Upon termination of this Agreement, MCIT will return all confidential
materials to the Client.

8. Warranties

8.1 MCIT will provide Services in a professional and workmanlike manner.

8.2 Except as expressly provided herein, MCIT makes no warranties,
express or implied, including but not limited to implied warranties of
merchantability and fitness for a particular purpose.

9. Termination

9.1 Either party may terminate this Agreement with sixty (60) days
written notice if the other party breaches any material term and fails to
remedy such breach within five (5) business days.

9.2 MCIT may terminate the Agreement with seven (7) days written notice
under certain conditions specified in the service agreement.

10. Limitation of Liability

10.1 MCIT’s liability for any claims arising under this Agreement is
limited to the amount paid by the Client for the Services during the preceding
twelve (12) months.

10.2 MCIT is not liable for any indirect, incidental, or consequential
damages.

11. Force Majeure

11.1 Neither party is liable for delays or failures in performance due to
causes beyond their reasonable control, including but not limited to acts of
God, pandemics, or acts of government.

12. Arbitration

12.1 Any disputes arising out of or relating to this Agreement will be
resolved through binding arbitration in accordance with the rules of the
American Arbitration Association.

13. Entire Agreement

13.1 This Agreement constitutes the entire agreement between the parties
and supersedes all prior agreements, whether written or oral.

14. Amendments

14.1 This Agreement may only be modified in writing, signed by both
parties.

15. Governing Law

15.1 This Agreement will be governed by and construed in accordance with
the laws of the State of Texas.

16. Notice

16.1 Any notices required under this Agreement must be sent via certified
mail to the addresses specified in the service agreement.

17. Waiver

17.1 The failure of either party to enforce any provision of this
Agreement does not constitute a waiver of that provision or any other
provision.