The services provided under this agreement are detailed in one or more Statements of Work (“SOW”), along with any Exhibits, all of which will reference this Agreement. The terms and conditions contained herein will apply to any such SOW or Exhibits. In case the client orders products or services through N-Tel’s website or the internet, the terms and conditions on the website will govern those transactions. The cost, installation, and maintenance of products not provided by N-Tel, including but not limited to electrical wiring, modems, routers, telephone equipment, and computers, shall be the sole responsibility of the client.
(a) The price for services will be specified in the SOW or Exhibits. N-Tel may, after the initial term, increase charges for services by providing the client with a 30-day written notice.
(b) Payment terms are net 30 days, unless otherwise stated in the SOW, provided the client qualifies for credit with N-Tel. If the client does not qualify for credit, payment must be made through other acceptable forms such as a credit card or prepayment. Failure to make payments on time may result in suspension of services, interest charges of 1.5% per month (or the highest rate allowed by law), or termination of the contract upon written notice.
(c) The SOW will specify whether the contract is based on a fixed price or hourly rate. Reasonable travel, lodging, car rental, and meal expenses will be billed to the client unless stated otherwise.
(d) Sales and use taxes will be added to the invoice. If the client claims exemption from sales and use taxes, they must provide an exemption certificate from the relevant authority
The client is responsible for paying all license fees, business, sales, use, or similar taxes related to the services performed under this agreement, excluding taxes related to N-Tel’s income or property. If N-Tel is required to remit any taxes on behalf of the client, the client will reimburse N-Tel within 10 days after being notified.
Except for deliverables specified in the SOW, N-Tel does not transfer any rights to the client for software programs, tools, data, or processes used during the provision of services. N-Tel grants the client a perpetual, royalty-free license to use the technology embedded in the services.
The client warrants that they have the right to authorize N-Tel to repair or service all products and systems covered by this agreement.
The client shall:
a. Provide N-Tel’s employees or agents with reasonable access to the premises where services are to be provided, and not require them to sign any documents that were not pre-approved by N-Tel.
b. Provide reasonable assistance to N-Tel as requested.
c. Use the services with the equipment and software recommended by N-Tel or the applicable manufacturers.
d. Provide suitable environmental conditions for installation as may be specified in a SOW.
e. Provide reasonable assistance to Service Provider as requested.
In the event of non-compliance by the client with the responsibilities set forth in this section, N-Tel may choose to suspend services until the issue is resolved, without liability. N-Tel may charge the client for any service call where no work was completed due to non-compliance.
If N-Tel is responsible for storing any client property, the client is required to maintain insurance for the stored property at their expense and provide a certificate of insurance.
(a) Technical Services : N-Tel will provide services in a professional manner consistent with industry standards, and for a period of 60 days after completion, such services will conform to the specifications in the SOW. The warranty is contingent upon the client fulfilling their responsibilities. If services are found to be defective during the warranty period, N-Tel will promptly correct them to the client’s satisfaction. If corrections fail, the client may request a refund for the payment made for those services.
(b) Third-party Products: Any third-party hardware or software provided as part of the services will be subject to the manufacturer’s warranty, and N-Tel does not provide an independent warranty for these products.
With the exception of the limited warranties expressly stated in this agreement, N-Tel disclaims all other warranties, express or implied, including the warranties of merchantability and fitness for a particular purpose. N-Tel does not guarantee that services or products will be error-free or uninterrupted.
N-Tel is not liable for any special, indirect, incidental, or consequential damages, including property damage, loss of profit, or loss of data, arising from the failure or breakdown of any product or service, even if advised of such risks. N-Tel’s total liability will not exceed the actual price paid by the client for the relevant services or products.
N-Tel is also not responsible for damages caused by misuse, improper installation, or any failure by the client or third parties. Furthermore, N-Tel cannot control internet transmission or disruptions in service, and disclaims liability for any loss or corruption of data caused by such disruptions.
(a) Services will be deemed complete upon execution of the Service Provider Acceptance Form (Exhibit A) by the client, which must be returned within 7 days after service completion. If the service involves products without installation, acceptance will occur upon delivery.
(b) If an Acceptance Plan is part of the SOW, it will be used to determine successful completion and final acceptance of the deliverables.
These terms and conditions provide the framework for services provided by N-Tel and serve to ensure clarity and mutual understanding between N-Tel and its clients.
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