General Terms & Conditions

Definitions and Interpretation

In these Conditions, the Rate Schedule and every Quote, Order, Plan contract, or other arrangement in connection with the supply of Goods or Services by , the following words have the following meanings:

Defined Terms

• “After Hours” means from 16:30 – 08:30 hours Monday to Friday and all day Saturday and Sunday, including Public Holidays.

• “Business Hours” means Monday to Friday from 08:30 to 16:30 hours, excluding Public Holidays.

• “Client”, “You”, or “Your” means a person who seeks or obtains a quote for, or who orders, Goods or Services from Us…

• “Conditions” means these terms and conditions.

• “Goods” includes any goods and/or services sourced by Us…

• “HST” means Harmonized Sales Tax.

• “Order” means any order requested by You to Us for Goods or Services in any form.

• “Quote” means a quote provided to You by Us.

• “Period”, “Plan”, “Plan Schedule”, “Public Holidays”, “Rates”, “Rate Schedule”, “Reasonable Assistance Limits”, “Return/Cancellation Fee”, “Service request”, “Services”, “Software”, “Us”, “Our” or “We”, and “Work” – each defined in their respective clauses.

Interpretation Principles

• Words denoting the singular number include the plural.

• References to gender include every other gender.

• Time is referenced to Eastern Time (Toronto).

• References to legal documents and statutes include their amendments.

• Headings and bolded text do not affect interpretation.

• All dollar amounts refer to Canadian Dollars.

Application of These Conditions

Unless otherwise agreed by Us in writing, these Conditions apply to every Quote, Order, Plan, contract, or other arrangement between Us and You.

Commitment Term

Minimum Term

The minimum term is outlined in Our Quote to You and begins from the first day of the next month after Quote approval.

Renewal

After the original Committed Term, the term renews automatically for the same period unless terminated by You under Clause 4.

Termination

Termination by You

You may terminate this Agreement with 30 days’ written notice if We:

• Fail to fulfill material obligations and do not remedy within 30 days.

• Breach a material term and fail to correct it within 30 days.

• Terminate or suspend business without a successor.

Termination by Us

We may terminate with 30 days’ written notice.

Obligations Upon Termination

We will assist with orderly termination and service transfer. Fees apply.

Early Termination by You

You must pay all remaining commitment term payments.

Representations

You acknowledge no employee or agent of Ours can make warranties outside of these Conditions.

Notices

Notices must be sent via email to Your last known email address.

Governing Law

These Conditions are governed by the laws of Canada, under the jurisdiction of Ontario courts.

Assignment

You may not assign this Agreement without Our written consent.

Variation of Terms

We may vary these Conditions by posting updates on Our website.

Goods and Services

Quotes

Quotes are valid for 30 days unless specified otherwise.

Acceptance of a Quote does not form a binding contract.

Confirmed quotes become final upon mutual agreement, and receipt of either signed lease, or upfront deposit.

Prices may vary depending on changes and availability.

Orders

Orders may be placed via forms, email, or web.

Valid Orders require clear identification and approval.

We may cancel unapproved or unpaid Orders.

Pricing and Rates

All prices are exclusive of applicable taxes.

Rates are as per Plan and Rate Schedule.

Call-out and return/cancellation fees apply.

Pre-paid service blocks are non-transferable.

Services and Plans

We may change Services and Plans at our discretion.

Current Rates and Plan Schedules available on request.

Contracting

We may subcontract services but retain responsibility.

Delivery, Title, and Risk

Risk passes upon delivery.

Goods must be insured by You post-delivery.

Title remains with Us until full payment.

Returns and Claims

Subject to manufacturer policies.

Customized goods are non-returnable.

Claims must be made within 7 days of delivery.

Service Limitations and Liability

Utility and Fitness

Services may involve trial and error.

We are only required to provide reasonable assistance.

You bear responsibility for purchase and customisation decisions.

Force Majeure

We are not liable for non-performance due to events beyond Our control.

Product Specifications

We may provide alternate goods of equal or superior quality.

Warranties

Manufacturer Warranties

You must rely on manufacturer warranties and pursue claims directly with them.

Liability

No liability for data loss or indirect damages.

Our liability is limited to repair, replacement, or cost reimbursement.

Errors and Omissions

We may rescind contracts affected by errors.

Privacy

We collect personal information for service provision.

Information may be shared with service partners.

Website

We make no warranties for information on Our website.

Insurance

We maintain general liability insurance with a $5,000,000 aggregate.

Client Responsibilities

Service Requests

Must be taken per the procedure in Appendix A.

Access

You must allow Us access to sites, systems, and personnel.

Third-Party Authorisations

You are responsible for enabling Us to work with Your providers.

Payments

Invoices due per terms stated.

Late payments incur interest and collection fees.

Payment allocations and security requirements apply.

Non-Solicitation

You may not hire Our employees during or for two years after engagement.

Software

You are responsible for all software licensing.

We are not liable for unauthorised software usage or related issues.

Copyright and Confidentiality

You warrant all IP provided by You belongs to You.

We retain copyright in Work we create.

Both parties must maintain confidentiality.

Appendix A: Service Request  Process

Service requests must be taken via Email, Web, or Phone so proper calls/tickets can be opened.

Include description, screenshots, and your contact details.

Requests must not be made directly with individual technicians.

After-Hours Requests

Must be coordinated ahead, or by after-hours LCOS rep and billing authorized-level client. After Hours calls are pending tech availability, and subject to inflated after-hours rates/minimums. Non-urgent requests are handled on the next Business Day.