TEKEASE® MANAGED SERVICES

TERMS OF SERVICE

As Amended From Time to Time With Notice

Effective Date: January 12, 2026

These Managed Services Terms of Service (“Terms,” “Terms of Service,” or “Agreement”) govern the provision of managed technology services by TEKEASE ON-SITE®, an Illinois limited liability company, located at 3329 S. Congress Avenue, Suite A234, Palm Springs, Florida 33461 (“TEKEASE,” “we,” “us,” or “Company”) to the subscribing customer (“Client,” “you,” or “your”).

These Terms are accepted electronically at signup and are incorporated by reference into any related service agreement, work order, proposal, or subscription.

1. ACCEPTANCE AND BINDING EFFECT

Client accepts and agrees to be bound by these Terms by any of the following:

Clicking “I AGREE,” “SUBSCRIBE,” or similar acknowledgment
Authorizing payment
Using or receiving any Services
Continuing to use Services after notice of amendment

Client represents it has authority to enter into this Agreement.

2. AMENDMENTS AND UPDATES

TEKEASE may amend these Terms at any time by posting updated Terms on its website or providing other reasonable notice.

Amendments become effective fifteen (15) days after posting
Continued use after notice constitutes acceptance
Amendments apply prospectively only

Client is responsible for reviewing current Terms.

3. DESCRIPTION OF MANAGED SERVICES

Managed Services consist of ongoing technology monitoring, maintenance, support, advisory, and remediation services only as expressly included in the subscribed service plan.

Services may be provided:

Remotely
On-site (if purchased)
Through automated tools
Through third-party providers authorized by TEKEASE

No service is guaranteed to resolve all issues.

4. SERVICE SCOPE AND LIMITATIONS

Managed Services:

Are not an insurance policy
Are not a warranty
Do not guarantee uptime, security, or data preservation
Do not include programming or development
Do not include hardware replacement unless expressly stated

TEKEASE retains sole discretion to determine whether an issue falls within scope.

5. CLIENT OBLIGATIONS (CORE RISK ALLOCATION)

5.1 Data Protection and Backups

Client is solely responsible for:

Backing up all data
Verifying backup integrity
Protecting against loss, corruption, ransomware, or deletion

TEKEASE does not assume responsibility for data, even if backup tools or services are provided, unless expressly agreed in writing.

5.2 System Readiness

Client must ensure:

Supported operating systems and software
Valid licenses
Adequate hardware condition
Required credentials and access

Failure may result in denial of service.

5.3 Access and Cooperation

Client must provide:

Timely access
Remote access authorization
On-site access when applicable
Cooperation with technicians

5.4 Safe Environment

Client must provide a safe, hazard-free environment.
TEKEASE may refuse service where unsafe conditions exist.

5.5 Legal Compliance

Client is responsible for compliance with all applicable laws, including privacy, data protection, and consent requirements.

6. SUPPORTED PRODUCTS

Support is limited to products:

Currently supported by the manufacturer
Approved by TEKEASE

Support automatically ends when manufacturer support ends.

7. THIRD-PARTY SOFTWARE AND SERVICES

Services may involve third-party software or vendors.

Governed by third-party terms
No warranties by TEKEASE
No responsibility for third-party failures

Client bears responsibility for licensing and compliance.

8. BILLING, FEES, AND CREDIT CARD AUTHORIZATION

8.1 Authorization

Client authorizes TEKEASE to charge the payment method on file for all charges, including:

Monthly recurring fees
One-time services
On-site labor
Emergency services
Hardware, software, licensing
Trip charges
Cancellation and no-show fees
Late fees and interest
Taxes
Collection costs

8.2 Recurring Billing

Subscriptions renew automatically unless properly terminated.

8.3 Variable Charges

Usage-based or scope-based services are billed as incurred.

8.4 Payment Method Maintenance

Client must maintain a valid payment method and authorizes replacement card charging.

8.5 Nonpayment

TEKEASE may suspend or terminate Services immediately for nonpayment.

8.6 Fee Changes

Fees may be modified with 30 days’ notice.

8.7 Late Fees

Past-due balances accrue interest at 1.5% per month or the maximum allowed by law.

8.8 Collections

Client agrees to pay all reasonable collection and attorneys’ fees.

8.9 No Setoff

Payments are due without offset or withholding.

9. NO GUARANTEE OF RESULTS OR RESPONSE TIMES

TEKEASE does not guarantee:

Resolution
Response times
Appointment windows
Outcomes

Time spent attempting resolution is billable.

10. DATA COLLECTION AND PRIVACY

Client consents to data collection, monitoring, logging, and communication review as described in TEKEASE’s Privacy Policy, incorporated by reference.

11. APPROPRIATE CONDUCT

TEKEASE may terminate services or sessions for abusive, threatening, or inappropriate behavior.

No refunds apply.

12. DISCLAIMER OF WARRANTIES

ALL SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

TEKEASE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

13. LIMITATION OF LIABILITY

TEKEASE’S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY CLIENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

NO LIABILITY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES.

14. INDEMNIFICATION

Client agrees to indemnify, defend, and hold harmless TEKEASE from claims arising from:

Client systems or data
Client breach
Client misuse
Legal noncompliance
Third-party claims related to Client environment

Except where caused solely by TEKEASE’s gross negligence or willful misconduct.

15. TERM AND TERMINATION

Agreement continues while Services are active.

TEKEASE may terminate immediately for:

Nonpayment
Breach
Security risk
Legal compliance concerns

16. GOVERNING LAW AND VENUE

Florida law governs.
Exclusive venue in Palm Beach County, Florida, subject to arbitration below.

17. ARBITRATION

Disputes resolved by binding arbitration under AAA rules.

No class actions
Individual claims only
Jury trial waived

18. ASSIGNMENT

Client may not assign.
TEKEASE may assign freely.

19. SEVERABILITY

Invalid provisions do not affect remaining provisions.

20. SURVIVAL

Billing, data responsibility, limitation of liability, indemnification, dispute resolution, and confidentiality survive termination.

21. ENTIRE AGREEMENT

These Terms constitute the entire Managed Services agreement governing Client’s use of the Services.