Terms of Service

Effective January 1st, 2025

This Exhibit (“Terms of Services”) is incorporated into and governed by the Master Services Agreement (the “Agreement”) between Knox Technology (“Provider”) and the customer identified in the applicable Quote, Estimate, or Statement of Work (“Client”). Capitalized terms not defined in this Exhibit have the meanings set forth in the Agreement.

    1. PLAN SELECTION; PER-SEAT BASIS
      1. Plan Selection. Client’s selected service plan(s) (e.g., K360 Essentials, K360 Premium, K360 Enterprise) and pricing are set forth in the applicable Quote, Estimate, or Statement of Work.
      2. Per-Seat Basis. The K360 packages are offered on a per user/seat basis.
    2. GOVERNING SCOPE RULE
      1. Included Services Are Limited to What Is Expressly Listed. Only the services expressly identified in this Exhibit A as “Included Services” for Client’s selected plan are included in the Per-Seat Fee.
      2. All Other Services Are Non-Covered Services. Any services not specifically listed in this Exhibit A as Included Services are Non-Covered Services (billable project work) and require an agreed upon Statement of Work (“SOW”) signed by both Client and Provider.
    3. SUPPORT COVERAGE WINDOWS; GENERAL HELPDESK CATEGORY
      1. Support Coverage Windows. Support coverage windows are as stated for the applicable K360 plan (as shown in the package sheet).
      2. Helpdesk & Remote Support Category. “Helpdesk & Remote Support” is a category of services within the K360 offerings (as shown in the package sheet).
    4. MANAGED ENDPOINT PROTECTION CATEGORY (INCLUDED ONLY IF LISTED ON ORDER FORM / PLAN). Managed Endpoint Protection may include items such as: Advanced RMM, Endpoint Protection (EDR), Darkweb Monitoring, Update & Security Patch Management, Device Lifecycle Management, and Data Backups (Daily Offsite) for workstations, as reflected in the K360 plan materials and Order Form.
    5. BACKUP RESTORATION; CHARGEABLE ITEMS. Where “Data Backup Restoration” is designated “chargeable” in the plan materials, backup restoration is not included in the Per-Seat Fee and is billed as a Non-Covered Service unless expressly included by written agreement (Order Form or SOW).
    6. USER ONBOARDING AND OFFBOARDING (INCLUDED SERVICE — ALL K360 PLANS). Notwithstanding anything to the contrary in marketing materials or summaries, User Onboarding and User Offboarding are Included Services for all K360 plans, subject to the limits in this Section A.6 and the Support Coverage Window applicable to Client’s plan.
      1. User Onboarding (Included). At Client’s request, Provider will perform standard new-user setup activities for a supported environment, which may include:
        1. creating user accounts in the supported identity/email platform (e.g., Microsoft 365 / Entra ID / Exchange Online or other platform expressly supported under the Order Form);
        2. assigning and/or removing licenses provided by Client;
        3. adding the user to existing security/distribution groups and mail lists as directed by Client;
        4. enabling MFA and applying existing baseline security policies;
        5. initiating standard workstation enrollment steps for Provider-supported endpoint management/security tools;
        6. and providing basic first-login assistance and initial password/MFA enrollment guidance.
      2. User Offboarding (Included). At Client’s request, Provider will perform standard separation activities, which may include:
        1. disabling the user account and revoking sessions/tokens (where supported);
        2. removing licenses and group access;
        3. applying Client’s instruction for mailbox/access handling consistent with Client’s retention policies (e.g., converting to shared mailbox if applicable and supported);
        4. initiating standard device access removal steps within Provider-supported tools.
      3. Limits / Exclusions (Non-Covered Unless in SOW). The following are not included in User Onboarding/Offboarding unless expressly included in a signed SOW:
        1. complex data migrations (mailbox moves between tenants, PST archiving projects, large-scale file migrations);
        2. creation of new security architecture, conditional access redesign, or custom policy development (other than applying existing baselines);
        3. provisioning or administration of third-party/line-of-business applications not expressly included as Included Services;
        4. e-discovery, legal holds, forensic collection, chain-of-custody work, or other investigation/legal discovery activities.
      4. Client Dependencies. Client will (i) maintain and pay for required third-party licenses/subscriptions, (ii) provide timely approvals and access, and (iii) designate authorized personnel to request onboarding/offboarding actions.
    7. AFTER-HOURS SERVICES. Where After-Hours Remote & Onsite Support is provided, the plan materials indicate holidays/weekend work is billed at a 1.5 hourly rate unless included by the applicable plan or an SOW.
    8. NON-COVERED SERVICES (PROJECT WORK / OUT-OF-SCOPE) — EXAMPLES (APPLIES TO ALL PLANS). Unless expressly included in Exhibit A, or expressly included in a signed SOW, the following are Non-Covered Services (billable project work):
      1. Infrastructure Projects / Major Changes: server replacement/refresh; server OS upgrades; tenant/domain restructuring; database migrations; firewall/switch replacements; network re-subnetting/VLAN segmentation; VoIP readiness redesign.
      2. Third-Party Application Management: installation/configuration/support of new or additional software requested by Client; ongoing administration of line-of-business apps not expressly included; vendor escalations requiring extended coordination.
      3. Legal / Investigation Requests: e-discovery, legal hold execution, mailbox investigation/search-and-collection beyond minimal administrative export.
      4. Physical / Low-Voltage / Construction Work: cabling, mounting, trenching, antenna work, rack buildouts; installation of remote networking equipment (e.g., Starlink) is excluded unless in a signed SOW.