COMPUTER SUPPORT AND REPAIR TERMS OF SERVICE

By using the Computer Support, Assessment, Audit, and Repair Services (“Services”) from eSudo Technology Solutions, Inc (Company), you (“Customer”) agree to be bound by the following terms and conditions. Company reserves the right to change the Terms and Conditions at any time without notice, and your continued use of Services constitutes your consent to such changes.

This Agreement will be governed by and construed in accordance with the laws of the State of California. Venue for any legal action will be the state courts of Santa Clara County, California, and the federal courts of the Northern District of California.

1. 1. DESCRIPTION OF SERVICES
   (a) General Services: eSudo will attempt to diagnosis and repair your technology problem, In certain cases, however, problem diagnosis and support may not be completed because of a problem with your computer, device or its configuration that is beyond Company control.
   (b) Remote Support: eSudo may need access to Client’s systems remotely or over the Internet in order to assist Client with assessment, diagnosing, Services, and resolving the issues identified in Client’s service request(s). Any access to Client’s system will be done with Client permission, and representatives of eSudo will access only those systems authorized by Client. Access to Client systems may be done using a number of different software, such as Kaseya, VNC, TeamViewer, or LogMeIn.
2. 2. CLIENT’s RESPONSBILITY
   (a) You understand and agree that prior to contacting or allowing Company to perform diagnostic repair or other services on your computer (server, laptop, desktop, iPad, iPhone, Android, Blackberry, wireless device, router, firewall, or similar electronic devices), it is your responsibility to back up or save the data, software, information or other files stored on your computer disks and/or drives. You acknowledge and agree that Company shall not be responsible under any circumstance for any loss or corruption of data and/or software.
   (b) In order for Company to provide Services, you may need to provide your Administrator password. You may also be requested to create an additional Administrator-equivalent account to be used for access. By providing Company with your Administrator password you are thereby giving us consent to access your system in order to assist you with problem diagnosis and/or resolution.
   (c) Additionally, in order for Company to effectively solve your problem, some system configuration data may be collected. You are urged to remove any material or information that Customer feels is confidential. You explicitly authorize Company to access and utilize that information for the purpose of assisting you with problem diagnosis and/or resolution.
   (d) You will be able to disconnect or uninstall any remote session initiated or tool used by Company or Company’s representative during the Services. Immediately upon completion of the Services, Customer is urged to change your Administrator password as an extra precaution.
   (e) You agree to pay Company for Services in the amounts and terms as set forth in the Statement of Work, Proposal, quotation or hourly rate (“estimate”). Estimate will be provided prior to start of Services and will require your approval. In the event a payment is not made within those terms, a delayed payment charge of one and one-half percent (1.5%) of the invoice amount will be paid by Client for each 30-day period (or part thereof) the payment is delinquent. The delay payment shall be compounded monthly up to the maximum rate allowable by law. If a payment is late, Company may suspend performance of the Services and, at its option, terminate this Agreement.
3. 3. SERVICE LIMITATIONS: LIABILITY
   (a) LIMITATIONS TO SERVICE: COMPANY RESERVES THE RIGHT TO REFRAIN FROM PROVIDING ANY OR ALL REQUESTED SERVICES AND INSTEAD REFUNDS YOUR PAYMENT, WHOLLY OR IN PART, ON THE BASIS THAT YOUR TECHNICAL NEEDS OR OTHER REQUIREMENTS ARE UNUSUAL OR EXTENSIVE AND BEYOND THE SCOPE OF THIS SERVICE AGREEMENT AS REASONABLY DETERMINED BY COMPANY.
   (b) LIMITATION OF LIABILITY: Except to the extent finally determined to have resulted from the gross negligence or intentional misconduct of Company, Company’s liability to pay damages for any losses incurred by client as a result of breach of contract, negligence or other tort committed by Company, regardless of the theory of liability asserted, is limited to no more than the total amount of the most recent three (3) months of base fees paid under this agreement. In any case, Company and its licensors will not be liable for lost profits, corruption of any data, alteration or any consequential, indirect, punitive, exemplary or special damages.
4. 4. SERVICE WARRANTY
   If you are not satisfied with any Services received from Company, please contact us within 72 hours at www.eSudo.com for resolution. If there is a problem with the Service provided by Company and if you notify us within the warranty period, Company may work to remedy your problem quickly and at no additional cost.