Terms of Service & Fair Use Policy

1. Introduction

These Terms of Service and Fair Use Policy ("Terms") govern the provision of Managed Computer Services ("Services") by the service provider ("Provider", "we", "us", or "our") to the purchasing customer ("Customer", "you", or "your").

Our Managed Computer Services are designed to provide ongoing computer security management and remote technical troubleshooting for computers covered by active, prepaid service licences.

The Services are limited to the scope described in these Terms and do not constitute comprehensive IT infrastructure management, unlimited technical support, or a guarantee against cybersecurity threats.

By purchasing or renewing the Services, the Customer acknowledges and agrees to these Terms, subject to the acceptance provisions below.

2. Acceptance of Terms

2.1 Acceptance Through Payment

By paying an invoice for Managed Computer Services, the Customer confirms that they:

• Have been provided access to these Terms before payment.
• Have had a reasonable opportunity to review and understand the Terms.
• Accept the scope, limitations, and conditions of the Services.
• Authorise the Provider to deliver the Services to the computers covered by the purchased licences.
• Agree to the 12-month service term and applicable Fair Use Policy.

Payment constitutes acceptance of these Terms without requiring a physical or electronic signature.

2.2 Authority to Purchase

The individual making payment on behalf of a business or organisation confirms that they are authorised to purchase the Services and accept these Terms on behalf of that organisation.

2.3 Agreement Formation

The agreement becomes effective when payment is received and accepted by the Provider.

The service commencement and expiry dates will be confirmed through the relevant invoice, order confirmation, or service activation record.

2.4 Electronic Agreement

These Terms form an electronic service agreement.

No physical signature, printed document, or separately executed contract is required, provided the agreement has been validly formed under applicable law.

3. Service Description

Managed Computer Services provide ongoing security management and technical troubleshooting for eligible licensed computers.

The Services are delivered primarily through remote management and security software installed on supported devices.

3.1 Managed Computer Security

Security services may include:

• Endpoint security software management.
• Antivirus and malware protection management.
• Monitoring of alerts generated by the managed security software.
• Security software updates.
• Operating system security updates where supported.
• Basic security configuration.
• Investigation of security-related alerts.
• Remote assistance with security issues affecting licensed computers.

Security monitoring is limited to the capabilities of the management and security tools included in the purchased service.

The Services do not include continuous human security monitoring, a dedicated security operations centre, or guaranteed 24-hour incident response unless expressly purchased under a separate agreement.

3.2 Computer Troubleshooting

Technical troubleshooting may include:

• Operating system errors and faults.
• Computer performance problems.
• Software conflicts.
• Problems with managed security applications.
• Basic connectivity issues originating from a licensed computer.
• Operating system update failures.
• General technical problems affecting normal computer operation.

Remote troubleshooting is the standard support method.

The Provider will use reasonable care and skill when diagnosing and assisting with eligible technical issues.

3.3 Service Boundaries

Our responsibilities extend only to the managed security and troubleshooting of computers covered by active licences.

Services not expressly included in these Terms or the customer's purchased service package are outside the standard scope.

4. Licensing and Device Eligibility

4.1 Prepaid Licensing

All Managed Computer Services operate on a prepaid annual licensing model.

The number of computers covered is determined strictly by the number of licences purchased and paid for.

One active computer licence covers one registered computer, unless the applicable product licence expressly permits otherwise.

For example, a Customer purchasing five licences receives Managed Computer Services for a maximum of five eligible computers.

Purchasing licences does not automatically entitle the Customer to services for additional devices.

4.2 Registered Devices

Computers must be registered and configured within the Provider's management system to receive the Services.

The Provider may record device information necessary to administer the service, including device identifiers, operating system details, licence status, and assigned users.

Only registered devices with active licences are eligible for managed services.

4.3 Additional Computers

Additional computers require additional licences.

Additional licences must be purchased and paid for before coverage commences.

Unless otherwise agreed, additional licences purchased during an existing service period will expire on the same date as the Customer's current annual agreement.

Any applicable fees will be disclosed before purchase.

4.4 Licence Transfers

Customers may request that a licence be transferred from a retired or replaced computer to another eligible computer.

Transfers are subject to technical compatibility and applicable third-party licensing restrictions.

Additional configuration or migration work outside standard licence reassignment may incur separately approved charges.

4.5 Unlicensed Computers

The Provider is not obligated to provide security management, troubleshooting, or technical assistance for computers without active licences.

Any assistance with an unlicensed computer is subject to separate approval and applicable charges.

5. Agreement Duration and Renewal

5.1 Annual Agreement

Managed Computer Services are supplied for a fixed term of 12 consecutive months.

The applicable service dates are specified in the invoice, order confirmation, or activation record.

5.2 Upfront Payment

Annual licensing fees must be paid in full before the relevant service period commences unless otherwise agreed in writing.

The Provider is not required to activate new licences before receiving the applicable payment.

5.3 Renewal

The Services do not renew automatically.

Before expiry, the Provider may issue a renewal invitation or invoice for the next 12-month period.

Renewal requires payment and acceptance of the applicable renewal terms.

The Provider is not obligated to continue supplying third-party software licences beyond their paid service period.

5.4 Expiry of Services

If the agreement expires without renewal:

• Managed computer security services will cease.
• Remote troubleshooting services will cease.
• Associated software licences may expire or become inactive.
• Security management and remote support tools may stop functioning.
• Security monitoring and software updates provided through the managed service will cease.
• Software functionality dependent on active third-party licences may become unavailable.

The Provider is not responsible for funding continued third-party licensing after the paid service period expires.

5.5 Customer Data and Equipment

All Customer-owned computers and business data remain the Customer's property.

The Provider will not deliberately delete Customer data, disable unrelated software, or intentionally prevent access to Customer-owned equipment solely because the agreement has expired.

However, functionality dependent on expired software licences may no longer be available.

Customers are responsible for ensuring that they maintain appropriate access, backups, and replacement security arrangements when a service expires.

6. Technical Support

6.1 Remote Support

Remote technical troubleshooting is included for eligible licensed computers, subject to this Fair Use Policy.

The Provider may use approved remote management tools to investigate and address technical problems.

6.2 Support Availability

Support is available through the Provider's designated support channels during its published business support hours.

Unless expressly agreed otherwise, the Services do not include:

• Guaranteed 24-hour technical assistance.
• Guaranteed immediate responses.
• Dedicated on-site technical personnel.
• Emergency response services.
• Guaranteed resolution within a fixed timeframe.

The Provider will make reasonable efforts to respond to and resolve eligible support requests within a reasonable timeframe.

6.3 Support Requirements

The Customer must provide reasonable cooperation to enable troubleshooting.

This may include internet connectivity, access to the affected device, appropriate permissions, and sufficient information about the issue.

The Provider is not responsible for delays caused by circumstances outside its reasonable control, except where applicable law provides otherwise.

7. On-Site Callouts

7.1 Remote-First Support

Managed Computer Services are primarily delivered remotely.

Where a technical issue cannot reasonably be resolved remotely, the Provider may recommend an on-site technician visit.

7.2 Callout Charges

On-site callouts are not included in the standard annual licensing fee unless expressly specified in the purchased service package.

Additional charges may apply for:

• Technician attendance.
• Travel time and expenses.
• On-site diagnostic work.
• Technical labour.
• Hardware installation or replacement.
• Emergency or after-hours attendance.

7.3 Approval of Charges

The Provider will advise the Customer of applicable callout fees before arranging attendance.

On-site work will only proceed once the Customer has approved the applicable charges.

7.4 Technician Availability

On-site callouts are subject to technician availability, service location, access requirements, and scheduling.

The Provider does not guarantee the availability of on-site technicians at all locations or times.

7.5 Excluded Work

If an on-site visit identifies an issue outside the purchased service scope, further work may require a separate quotation.

The Customer is not obligated to approve additional work.

7.6 Provider Service Failures

Nothing in this section removes the Provider's obligation to remedy failures in its own Services where required under applicable Australian law.

Where additional attendance is necessary to meet an applicable statutory obligation, the Provider will not impose charges inconsistent with that obligation.

8. Fair Use Policy

8.1 Purpose

The Fair Use Policy ensures that Managed Computer Services remain commercially sustainable and that support resources are available to all customers.

The annual service fee covers reasonable security management and technical troubleshooting associated with the number of licensed computers.

The Services are not an unlimited IT support subscription.

8.2 Acceptable Use

Reasonable service usage includes:

• Reporting genuine technical problems affecting licensed computers.
• Requesting assistance with managed security software.
• Reporting suspected malware or security alerts.
• Seeking help with operating system errors.
• Requesting reasonable troubleshooting of computer performance problems.
• Reporting faults that prevent normal use of a licensed computer.

8.3 Excessive or Unreasonable Use

Examples of usage that may exceed the standard service scope include:

• Repeated requests concerning unlicensed computers.
• Extensive staff training.
• Large-scale computer deployments.
• General IT consulting.
• Support for unrelated business systems.
• Repeated requests to install or configure unrelated applications.
• Requests for ongoing dedicated technical personnel.
• Extensive project or infrastructure work.
• Repeated support requests caused by deliberate interference with installed security software.

A high volume of legitimate support requests does not automatically constitute unreasonable use.

Usage will be assessed reasonably, considering the number of licensed computers, the complexity and cause of reported issues, and the nature of the Services purchased.

8.4 Fair Use Management

Where support requests consistently exceed the agreed scope, the Provider may review the usage and discuss alternative arrangements with the Customer.

The Provider may recommend separately priced support services where appropriate.

Any additional paid services require Customer approval.

The Provider will not automatically impose additional fees or suspend otherwise eligible troubleshooting solely because a Customer submits multiple legitimate support requests.

9. Services Not Included

Unless expressly included in the purchased package, the following services are excluded:

• Physical computer repairs.
• Hardware replacement or upgrades.
• Server installation or administration.
• Network infrastructure management.
• Router and firewall configuration.
• Internet service management.
• Printer and peripheral maintenance.
• Email hosting and administration.
• Website hosting or development.
• Cloud platform administration.
• Microsoft 365 or Google Workspace administration.
• Data backup management.
• Data recovery or restoration.
• Software development.
• Business application implementation.
• Staff training.
• Mobile device management.
• Comprehensive cybersecurity incident response.
• Digital forensic investigations.
• Support for computers without active licences.

The Provider may offer assistance with excluded work under a separate quotation or agreement.

10. Customer Responsibilities

Customers are responsible for:

1. Maintaining supported computers and operating systems.
2. Ensuring licensed computers have suitable internet connectivity for remote services.
3. Maintaining appropriate backups of important data.
4. Preventing unauthorised interference with installed security software.
5. Reporting relevant technical and security incidents promptly.
6. Using appropriately licensed operating systems and applications.
7. Providing reasonable access to devices when support is requested.
8. Notifying the Provider when managed computers are replaced or retired.
9. Maintaining appropriate access controls and staff security practices.
10. Ensuring they are authorised to permit remote management of the covered devices.

Customers remain responsible for their business operations, internal IT policies, and legal compliance obligations.

11. Cybersecurity Limitations

The Provider will exercise reasonable care and skill in supplying the managed security services.

However, cybersecurity threats continually evolve, and no software or management service can guarantee absolute protection.

The Services do not guarantee:

• Complete prevention of malware infections.
• Prevention of all cyberattacks.
• Detection of every security threat.
• Elimination of all software vulnerabilities.
• Continuous availability of third-party security platforms.
• Recovery of data following a cybersecurity incident.

The Customer acknowledges that managed endpoint security is one component of an overall cybersecurity strategy.

The Provider's responsibility is limited to delivering the security services purchased, subject to its obligations under applicable law.

12. Privacy and Confidentiality

12.1 Information Access

During troubleshooting and security management, the Provider may encounter business information or personal data stored on licensed computers.

Access will be limited to what is reasonably necessary for providing the Services.

12.2 Confidentiality

The Provider will take reasonable steps to protect confidential information encountered while delivering the Services.

Customer information will not be intentionally disclosed to unauthorised parties except as permitted by law, authorised by the Customer, or reasonably necessary through approved service providers involved in delivering the Services.

12.3 Remote Management

Remote access and monitoring tools may collect technical information necessary to manage device security, diagnose faults, and administer software licences.

The Provider will use these tools for authorised service purposes.

12.4 Security Incidents

Where the Provider becomes aware of a suspected security incident affecting Customer information that it has accessed or handled in delivering the Services, it will inform the Customer promptly and reasonably cooperate with any necessary investigation.

12.5 Data Ownership

The Customer retains ownership and control of its business data.

The Provider does not acquire ownership of Customer data through the delivery of Managed Computer Services.

Both parties remain responsible for their respective obligations under applicable Australian privacy legislation.

13. Third-Party Software and Licensing

The Services may utilise third-party software for endpoint security, device monitoring, remote access, and troubleshooting.

Such software remains subject to the applicable vendor's licensing conditions.

The Provider does not control the continued availability, functionality, or licensing policies of independent software vendors.

Where a third-party product is discontinued, materially changed, or becomes unavailable, the Provider will take reasonable steps to notify affected Customers and identify an appropriate solution.

Any material change to the purchased Services will be discussed with the Customer, subject to applicable legal rights and obligations.

14. Payment, Cancellation and Refunds

14.1 Annual Charges

Managed Computer Services are charged annually in advance.

The applicable annual fee and number of licences are specified in the Customer's invoice or order confirmation.

14.2 Additional Charges

Additional licences, on-site callouts, and services outside the agreed scope may incur separate charges.

No additional paid service will be supplied without Customer approval.

14.3 Cancellation

Customers may request cancellation of future renewal or ongoing service arrangements at any time.

Cancellation does not automatically terminate third-party licensing commitments already purchased for the current annual service period.

14.4 Refunds

Annual fees may include non-refundable commitments to third-party software vendors.

Where a Customer voluntarily cancels before the expiry of the annual term, a refund of the unused portion is not automatically available.

Any applicable refund, remedy, or compensation entitlement under Australian law remains unaffected.

14.5 Failure to Renew

Where renewal payment is not received before the existing service period expires, Services may cease upon expiry.

There is no obligation for the Provider to extend the service period or fund additional licensing without payment.

15. Suspension and Termination

15.1 Suspension

The Provider may temporarily restrict affected Services where reasonably necessary to address:

• A serious security threat.
• Unauthorised access to management systems.
• Material misuse of the Services.
• A material breach of these Terms.

Where practicable, the Provider will provide notice and an opportunity to address the issue.

Any restriction will be proportionate to the circumstances and limited to what is reasonably necessary.

15.2 Termination for Breach

Either party may terminate the agreement if the other party commits a material breach and fails to remedy that breach within 14 days after receiving written notice.

Immediate termination or restriction may be appropriate where necessary to address an imminent and serious security risk or where required by law.

15.3 Service Discontinuation

Upon lawful expiry or termination:

• Managed support obligations cease.
• Associated software licences may become inactive.
• Remote management services may be discontinued.
• The Provider may remove or deactivate management tools it owns or licenses.

Any deactivation or removal will be performed reasonably and must not intentionally destroy Customer data.

Where appropriate, the Customer may request separately quoted transition or migration assistance.

16. Service Standards and Liability

16.1 Reasonable Care and Skill

The Provider will supply the Services with reasonable care and skill, consistent with applicable Australian law.

16.2 External Dependencies

The Provider is not responsible for failures caused solely by systems outside its agreed service scope or reasonable control.

These may include third-party network outages, internet provider failures, unsupported hardware, or independently managed applications.

This provision does not exclude responsibility for loss or damage caused by the Provider's own failure to comply with applicable legal obligations.

16.3 Statutory Rights

Nothing in these Terms excludes, restricts, or modifies any right, guarantee, remedy, or obligation that cannot lawfully be excluded under the Australian Consumer Law or other applicable legislation.

17. Changes to These Terms

The Provider may update these Terms from time to time to reflect changes in its services, operating practices, technology, or legal requirements.

Updated Terms will be published with a revised effective date.

Material changes will ordinarily apply to new purchases and renewals.

Changes that materially affect an existing paid agreement will not automatically alter that agreement during its current term without the Customer's agreement, except where required by law.

The version accepted at the time of purchase or renewal will govern that service period, subject to applicable law and any separately agreed amendments.

18. Governing Law

These Terms are governed by the laws of Queensland, Australia, and applicable Commonwealth legislation.

The parties submit to the jurisdiction of the courts of Queensland, subject to any mandatory statutory rights concerning jurisdiction or dispute resolution.

19. Electronic Acceptance and Acknowledgement

By paying an invoice for Managed Computer Services after being provided access to these Terms, the Customer acknowledges and agrees that:

• The Services are provided for a fixed 12-month period.
• All annual licensing fees are payable upfront.
• Only computers covered by active prepaid licences are eligible for the Services.
• Security management and remote computer troubleshooting constitute the primary service offering.
• On-site callouts are separately chargeable unless expressly included.
• Services are subject to the Fair Use Policy.
• Additional computers require additional licences.
• Services may cease at the end of the paid licensing period if not renewed.
• The Customer has reviewed and accepted these Terms.

Payment of the applicable invoice constitutes acceptance of these Terms, provided the Terms were made available to the Customer before payment and the agreement is otherwise validly formed.

No physical signature is required.