Terms of Service Agreement

Zylan recognizes that there are many other companies who provide similar services, yet we are confident that we provide the best service to our clients for the best prices available. We thank you for the opportunity to provide you with efficient and modern solutions to aid your business in its growth and revenue. This document is provided as an agreement of our services and billing procedures.

Fees

As as professional services consultancy, we bill for our time. All work will be billed at our standard hourly billing rate in effect at the time the work is performed.

In some cases, our services are provided on a fixed-fee or a retainer basis. Such arrangements are entered into in advance only by written agreement. Please contact our office if such an arrangement is desired. We have several pre-packaged cost effective plans to choose from, including our Rollover Retainers, where unused hours carry forward to the next month.

All work performed before 8:30am and after 6pm weekdays, on weekends, and on holidays is considered overtime. Weekday and Saturday overtime is billed at 150% of our standard rate; Sunday and Holiday overtime is billed at 200% of our standard rate.

Zylan also maintains the right to change the hourly rate. Zylan will make this rate change know at least 30 days in advance of the future billing cycle.

Costs, Trip Charges, & Disbursements

There are no trip charges for onsite jobs in the greater Los Angeles area; however, a minimum number of hours will be charged depending on the location of your office (“Zone”). Zylan keeps several technology consultants on staff for remote resolution of support issues; which eliminates onsite minimums and enables the most rapid response possible using Remote Access Support technologies. A discount is available if bulk hours are purchased in advance as with our Rollover Retainers.

In addition to our standard hourly rate, out-of pocket expenses and disbursements will be separately billed.

There is a charge if you cancel an appointment without advance notice. The cancellation fee applies only if an appointment is cancelled within two business-hours of the scheduled time. Our cancellation fee is equal to the greater of 30% of the scheduled billable hours or the onsite minimum.

Remote Support

We encourage you to use our remote support service whenever possible. With remote support, we can provide you with immediate service and there is no onsite minimum.

Invoicing

Invoices will be mailed on the fifth of every month, and are payable on Net 30 terms. For every 30 days after the date of the invoice, we may assess a late fee of 1.5% of the outstanding balance.

Hardware & Software

Zylan provides hardware and/or software on a limited basis. As we are a service-oriented company, we are happy to consult with you on the acquisition of hardware and software. In the cases that we provide hardware or software, there may be a nominal markup to cover our costs. As there are occasions when new hardware or software is defective, we will assist in its replacement, but cannot be responsible for the cost if you choose to return it.

Licensing Requirements

We will not knowingly install unlicensed software.

Each software title that is purchased and/or installed has a license agreement. The license may be for one (1) machine or may be for many machines. You are solely responsible for the adherence to the licensing rules. We will be pleased to load any software on any machine that you direct with the understanding that you know and properly adhere to the licensing rules for that software program.

If you request in writing, Zylan can perform a complete license review of your entire company.

Data Loss / Recovery and Downtime

We urge you to have a routine data backup system. If you would like Zylan to design and implement such a system, please contact us.

We strongly recommend that data be backed-up prior to work being done on your computer system. Zylan is not responsible for the direct and/or indirect cost associated with any loss of data. We are available to assist with data recovery at our customary rates for the service.

Our Valued Employees

Zylan invests time and money in the hiring and development of our employees. Some companies have found them so useful, that they sought to hire our employees as staff members. While we are sorry to have both a client and an employee no longer in need of our services, we must ask for a “finder’s fee” to accommodate our investment in a hired-out employee. If within six months from the date of the last invoice, you seek to hire an employee, or former employee, of Zylan, we will be entitled to a fee equal to the last three months of that employee’s wages while employed at Zylan.

Miscellaneous

Occasionally, these standard Terms of Service may be modified and the modified Terms of Service will be provided to you. Of course, if you have any questions or comments on a revised Terms of Service, please contact us in writing.

If either party chooses not to enforce any provision(s) of these Terms of Service, it shall not be construed as a waiver or limitation of that party’s right to later enforce and compel strict compliance with every provision of these Terms of Service.

If any provision of this Agreement is held invalid or unenforceable for any reason, the remaining provisions continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

The laws of the State of California shall govern these Terms of Service.

Termination of Services

Of course we are sorry to have any clients terminate our services. As you have the right to terminate our services at any time, we also reserve the right to terminate our relationship with you at any time, for any reason, including non-payment of fees. Please note that you remain liable, even after termination, for any fees and costs incurred prior to our termination, regardless of who initiated the termination.

Thank You

We again thank you for the opportunity to provide service to your company. Zylan is committed to

nurturing mutually beneficial relationships with our clients. We base the success of our products

and services on the satisfaction of our customers, and endeavor to ensure the integrity of our

work.

Craig Wolynez

President, Zylan Computer Consulting, Inc.

Please note that your signature below indicates that you are an individual authorized to

acknowledge and agree to the provisions of this Service Agreement.

____________________________________________

Client Signature

____________________________________________

Print Name

____________________________________________

Company Name

____________________________________________

Title

____________________________________________

Date