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Conditions of Use

Welcome to RyanTech Cloud Services, your premier source for Microsoft Cloud Solutions.  You are just steps away from working smarter anywhere on any device with Exchange Online, Office365, iGlobeCRM and RyanTech’s award-winning migration and support services. Here’s a little reminder of why you chose to go with the best in the business. Welcome to our world.

Office 365, Work Smarter, Anywhere

Defend. Maintain the latest defenses against malware and spam with a service that handles hundreds of millions of messages around the world every day and is updated to address new malware and spam threats quickly.

Prevent. Data Loss Prevention (DLP) capabilities prevent users from mistakenly sending sensitive information to unauthorized people, while informing them of internal compliance policies.

Safe. Safeguard your data by hosting it in geographically distributed data centers, with continuous data backup, premier disaster recovery capabilities, and a team of security experts monitoring Exchange Online around the clock.

Connected. The iGlobe CRM platform enables you and your staff to stay connected to your efforts painlessly in Outlook, via a web browser and on your smartphones and tablets.

Secure. Deliver reliability, availability, and performance with a guaranteed 99.9% uptime, financially backed service level agreement.

Smart. Navigating Microsoft’s many Office 365/email offerings can be confusing. This plan has been created to meet the specific needs of your company.  We’ve simplified it for you and made it affordable, so you can make the intelligent decision. No hassle, no complications, no hidden fees.

Support. What matters most is that RyanTech has been right beside more number one companies in technology than any of our competitors. Much of our success and our Partners’ success is due to the extreme amount of training and certification that happens at RyanTech. From simple password resets and mobile device setup to complex mailbox migration, we have you covered. We are located in Tempe, AZ, so you know you are working with a support team in the USA.

Step 2: Create the Perfect Plan (Your initial license Purchase from RyanTech)


Complete.
We are proud to announce you are only one more step away from starting your journey with the most reliable, safe and robust platform for business in the business. Coupled with the award-winning support of RyanTech Cloud Services, you will work smarter, anywhere in no time!*Applicable sales tax will be applied to your sales receipt. Setup fee and current month charges will be billed to your credit card upon contract completion. All subsequent monthly billings will occur in accordance to executed contract date. Charges are subject to change with the addition/ removal of licenses.

Terms and Conditions

This Agreement sets forth the terms under which RTCS will complete orders for Microsoft Corporation (“Microsoft”) Exchange Online email services and other various technology products and services on Your behalf. You enter into this Agreement for business purposes only.

You agree to pay the rates and charges set forth in the order form(s) (each, an “Order Form”) executed by You and RTCS for specific RTCS services (“RTCS Services”) and Microsoft and/or other applicable third party products and services (“Third Party Services”) (collectively “RTCS Services” and “Third Party Services” may be referred to as the “Services”) pursuant to the terms set forth therein. You also understand and agree that all prices and terms and conditions for any Third-Party Services, including recurring service fees from Microsoft and others that may be charged by such third-party providers, are subject to change at any time without notice. All terms and conditions of the Agreement between RTCS and You, including Order Form(s) shall prevail over any terms and conditions set forth in payments or other forms, all of which are hereby rejected.

Third Party Services ordered by You through RTCS will be billed directly to You.

RTCS will bill You for RTCS Services and for such Third Party Services that are not billed directly to You by the third party provider. Invoices for such RTCS billings will be sent to You to the notification email address You provide, and all amounts payable by You under this Agreement are due on receipt of invoice.

Should You dispute an invoiced fee You will pay RTCS that portion of the total amount invoiced that is not disputed per the terms of this Agreement and You will provide RTCS with written justification for withholding the disputed amount within five (5) calendar days of receipt of invoice. All disputed amounts will be reviewed and addressed by You and RTCS within ten (10) calendar days of receipt of invoice by You. All disputed amounts due from You to RTCS that are withheld and subsequently found to be accurately invoiced by RTCS under the terms of this Agreement shall then be included by RTCS on the next calendar month’s invoice with no interest penalty. All undisputed amounts and disputed amounts that are subsequently found to be accurately invoiced by RTCS under the terms of this Agreement that are not timely paid shall accrue interest at the rate of twelve percent (12%) per annum, or the highest interest rate permitted by applicable law, whichever is lower, from the applicable due date until such outstanding fees and interest due are paid in full.

YOU WILL BE CHARGED A LATE FEE OF 10% PER MONTH FOR ANY AMOUNT THAT HAS NOT BEEN PAID IN FULL AFTER 45 DAYS FROM THE DATE OF THE INVOICE

Suspension/Disconnect: If you fail to pay the full amount due for any or all charges of an Invoice within 60 days of the Invoice then, at our sole discretion in accordance with and subject to applicable law, may suspend or disconnect any or all the Service(s) you receive without a reduction in the fee or charges for the Service(s).

Reconnection Fees and Related Charges. If you resume Service(s) after any suspension of our services, we will require you to pay additional activation fees. These fees are in addition to all past due charges and other fees. Reconnection of the Service(s) is subject to our credit policies, this Agreement and applicable law.

Each month during the term of this Agreement (each a “Monthly Billing Period”) RTCS will bill You up front for the total monthly RTCS administration fees associated with Your Third-Party Services accounts (“Seats”) at the beginning of the Monthly Billing Period. If You subsequently order additional Seats during any Monthly Billing Period RTCS will bill You up front only the total RTCS administration fees associated with Your additional Seats applicable for the remaining months of the Annual Billing Period as well as any SEATS increased.

This Agreement shall be effective on the date that this Agreement is executed by both RTCS and You, and each Order Form shall be effective on the date that it is executed by You and accepted in writing by RTCS (each, an “Effective Date”).

The term of this Agreement shall begin as of the later of the two signatures below and shall continue for a period of one (1) year (the “Initial Term”) and each term shall automatically renew for subsequent periods of one (1) year (the “Renewal Period”, and collectively with the Initial Term, the “Term”) unless You provide written notice to RTCS within ninety (90) days of Your desire to terminate the Agreement at the end of the Initial Term or at the end of a subsequent Term. Any in-progress orders made by You at the time this Agreement ends will be completed under the terms of this Agreement. You may terminate this Agreement, at any time, with ninety (90) days written notice to RTCS. You acknowledge and agree that RTCS is charging You reduced fees for RTCS Services because RTCS is allocating the costs of such services across the length of the Term. You further acknowledge and agree that should You terminate this Agreement prior to the end of the Term You shall pay RTCS a termination fee in an amount up to the total lost fees for RTCS Services expected by RTCS during the remainder of the Term.


You understand and agree that once an Order Form is executed by You and RTCS, should You subsequently request to make any changes to the Services specified in the executed Order Form You will be required to submit a new Order Form and You will be charged applicable order change fees by RTCS.

During the Term You are not obligated to order any additional Services from RTCS beyond those specified in the initial Order Form. The scope of third-party products and services currently available for You to order from RTCS as well as any specific terms and conditions related to those products and services are included herein as Exhibit A. As the availability and/or terms of use of third-party products and services You may order from RTCS may change from time to time during the Term, RTCS may amend Exhibit A at any time by sending information regarding the amended terms to the notification email address You specify below. You manifest intent to accept these amended terms if You subsequently order products and services from RTCS after such amended terms have been sent to You. Otherwise, this Agreement may not be amended except in writing signed by both parties.

You will specify an employee of Yours or another third-party person associated with You below that You authorize to be granted administrative rights to Your accounts initiated and managed by RTCS (“Client Admin”). This Client Admin will be Your primary point of contact with RTCS regarding the setup and management of Your accounts and will provide basic local support to Your users (e.g. resetting passwords).

Only those persons You specify below are authorized to submit orders for products and services to RTCS under this Agreement. Any changes to the persons You authorize to submit orders to RTCS must be submitted by You to RTCS in writing. If no authorized persons are specified below the person executing this Agreement below is deemed authorized by You to submit orders to RTCS.

Current prices for specific available products and services will be provided to You upon Your request to RTCS for a quote for products and services. Prices for third party products and services are controlled solely by the third-party providers and are subject to change without prior notice.

You are responsible for all federal, state and local taxes and any other fees or obligations imposed by any and all Federal, State, County and/or government or quasi-governmental bodies, levied or assessed which may be charged by reason of the Services we provide.

“Your Intellectual Property” means any and all proprietary products, services and documentation of Yours now existing or used, or to be developed or used in the future, and all intellectual property and other rights therein, including, but not limited to, internet domain names, all software, source code and object codes, routines, algorithms, trade secrets, logos, know-how, copyrights, U.S. and foreign patents, patent rights, mask-works rights, shop rights, trademarks, service marks, trade names, goodwill, registrations, registration rights, patent applications, inventions, confidential information and all other proprietary rights and all renewals and extensions, as well as rights provided by law, statute or international convention, and other rights, throughout the world.

RTCS acknowledges that all of Your Intellectual property is the exclusive property of You. Nothing in this Agreement shall be construed as an assignment, transfer or grant to RTCS of, nor shall RTCS otherwise acquire pursuant to this Agreement, any ownership rights in Your Intellectual Property.

“Confidential Information” means: i) information regarding You or RTCS, Your and Our customers, suppliers, marketing plans, business plans, strategies, products, technologies, financial status, agreements or business; ii) any other information, documents, items or materials that, if disclosed by You or RTCS in tangible form, is marked in writing as “Confidential,” or if disclosed by You or RTCS orally or visually, is designated orally at the time of disclosure as “Confidential.” Notwithstanding the foregoing, “Confidential Information” does not include information that a) is generally known in the industry in which You or RTCS, as applicable, competes; or b) is readily ascertainable by proper means by competitors of You or RTCS, as applicable, through sources independent of You or RTCS, through no act or fault of You or RTCS.

You and RTCS acknowledge and agrees that the Confidential Information is proprietary and confidential, that it is not generally known or available in the industry, that it constitutes trade secrets of and is of great value to You and RTCS, and that all rights to the same are and shall remain the sole property of You or RTCS, as applicable. You and RTCS acknowledge and agree that at all times, both during the Term and thereafter, You and RTCS shall not use, disclose or copy, no permit to be disclosed or copied, any Confidential Information, except to the extent such use, disclosure or copying is specifically authorized by this Agreement.

You and RTCS recognize and acknowledge that any use, disclosure or copying of Confidential Information, or infringement of Your Intellectual Property, in a manner inconsistent with the provisions of this Agreement, will cause the other Party irreparable harm for which other remedies may be inadequate. Consequently, You and RTCS agree that in the event of any actual or threatened unauthorized use, disclosure or copying of any Confidential Information, or actual or threatened infringement of Your Intellectual Property, i) the other Party shall be entitled to both an immediate injunction to prevent continuation of the same, and money damages insofar as they can be determined, and such Party shall not oppose the same on grounds that an adequate remedy is available at law, and ii) upon request by the other Party, the other Party shall be released from the requirement of posting any bond in connection with temporary or interlocutory injunctive relief, to the extent permitted by law. Nothing in this Agreement shall be construed to prohibit any Party from also pursuing any other right or remedy, the Parties having agreed that all remedies shall be cumulative.

RTCS will use such external, web, internal, and physical security, as well as network monitoring and encryption techniques that are, at a minimum, consistent with industry standards to safeguard any data or information provided by You to RTCS and shall generally ensure the integrity and security of such data. To the extent applicable to RTCS, RTCS shall comply with the Gramm-Leach-Bliley Financial Services Modernization Act of 1999 and regulations promulgated under that Act (collectively “GLBA”) related to personal information compliance and privacy standards.

RTCS shall indemnify and hold harmless You from any and all claims, damages, expenses and liabilities incurred due to i) a breach of this Agreement by RTCS; and ii) RTCS’ ordering products and services on Your behalf that are not expressly authorized in an Order Form.

EXCEPT FOR THE WARRANTIES SET FORTH IN THIS AGREEMENT, RTCS DISCLAIMS ANY AND ALL OTHER WARRANTIES,

WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTATILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO ALL OF THE SERVICES PROVIDED UNDER THIS AGREEMENT.

Except as expressly set forth in this Agreement, You acknowledge and agree that You accept the Third Party Services in an “as is” condition, and that RTCS offers no representations or warranties regarding the quality, nature, accuracy, truth, completeness, operation, functions, usefulness, Year 2000 compliance, obsolescence, defects or use of the Third Party Services, or any part thereof. You shall bear all risk of loss with respect to the Third-Party Services under this Agreement. The failure of Third-Party Services to perform or meet Your requirements shall not affect Your obligations to RTCS under this Agreement. RTCS shall not be responsible for fees or other requirements that may be imposed by third parties in association with Third Party Services.

Except as otherwise specified in this Agreement, Your and RTCS’ liability under this Agreement or for breach of this Agreement shall be limited to the amounts payable or received, as applicable, under this Agreement and applicable Order Form(s). In no event shall You or RTCS be liable for any indirect, incidental, consequential, special or exemplary damages or lost profits, even if the other Party has been advised of the possibility of such damages.

The relationship of You and RTCS shall be solely that of independent contractors. No partnership, joint venture, employment, agency or other relationship is formed, intended or to be inferred under this Agreement. Except as otherwise specified in this Agreement, neither You nor RTCS shall attempt to bind the other, incur liabilities on behalf of the other, act as agent of the other, or make or authorize any representation contrary to the foregoing.