TechAlert Service Terms

Effective May 4, 2026

TechAlert is a service offered by Vetted Security Solutions LLC (the “Provider”). TechAlert is also made available through authorized resellers; if you purchased TechAlert through an authorized reseller, your purchase agreement with that reseller may contain additional commercial terms. These TechAlert Service Terms govern your use of the TechAlert service itself in all cases.

Completion of an Order or access to the Services constitutes a legally binding agreement between the Customer and the Provider. Customer may not use any Provider software or services beyond the scope defined in the Order or in any manner not permitted in these Terms. All amounts owed are due and payable prior to commencement of the Services. Additional terms may apply based on the specific Purchase Order, Scope of Work, or other written agreement executed by the parties.

Important Notice. Certain Devices or services delivered through TechAlert may include or rely on third-party software, hardware, or services. Use of those components may be subject to additional terms imposed by the applicable third party. Customer is solely responsible for reviewing and complying with those third-party terms. Provider makes no representations regarding, and is not responsible for, the content or enforcement of those terms.

1.0 Definitions.

1.1 Affiliate — Any entity that, directly or indirectly, controls, is controlled by, or is under common control with a Party.

1.2 Authorized Reseller — A third party authorized in writing by Provider to resell TechAlert to end customers.

1.3 Order — A duly executed order document expressly referring to these Terms and identifying the software or services to be made available to Customer on a subscription basis.

1.4 Scheduled Downtime — Pre-scheduled time periods when the Services are unavailable for maintenance, updates, server changes, or related activities. Provider will use commercially reasonable efforts to give advance notice except in emergencies.

1.5 Services — The hosting of the software systems identified in the applicable Order, together with remote access, monitoring, and diagnostic support. Provider technicians may remotely access Customer systems or Devices solely for the purpose of providing service, diagnostics, and support.

1.6 Device — A system or hardware on which Provider agrees to provide remote support, service, or monitoring. Customer is responsible for keeping Devices in a supported configuration and ensuring compatibility with Provider systems.

1.7 Terms — These TechAlert Service Terms.

2.0 Services.

2.1 Provider will use commercially reasonable efforts to make the Services available during the Subscription Term. Availability may be affected by Scheduled Downtime, third-party hosting issues, internet outages, or force majeure events.

2.2 Provider grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services solely for Customer’s internal business purposes.

2.3 Customer grants Provider a limited license to use Customer Data solely to deliver the Services. Customer retains ownership of its Data. Provider may use anonymized or aggregated data for analytics, benchmarking, and improving its offerings, provided that data does not identify Customer or any individual.

2.4 Access and Monitoring. Provider technicians may remotely access, monitor, and interact with Devices and related systems under TechAlert solely to deliver diagnostics, monitoring, and support. Customer consents to such access. Provider will not access Customer data or systems beyond what is reasonably necessary to deliver the Services.

2.5 Customer may not use the Services unlawfully or maliciously. Provider may suspend access for violation, non-payment, or any security risk to the Services, Devices, or other customers.

2.6 All software, documentation, and intellectual property remain the property of Provider or its licensors. No rights are granted except as expressly stated.

2.7 Customer Obligations. Customer will provide timely access, credentials, information, and cooperation reasonably required to deliver the Services. Provider is not responsible for delays caused by Customer’s failure to cooperate.

2.8 Security Safeguards. Provider will use commercially reasonable administrative, physical, and technical safeguards to protect Customer Data accessed or stored through the Services. Customer remains solely responsible for the overall security of its own systems and Devices, including antivirus and endpoint protection, security patching, firewall and access-control configuration, and compliance with applicable cybersecurity regulations. Cybersecurity, antivirus, and malware protection are not included in TechAlert. Provider is not liable for any security breach, malware infection, or unauthorized access caused by Customer’s failure to maintain adequate protections.

2.9 Support Requests. Support requests must be submitted through Provider’s designated support portal or contact method. Provider is not responsible for delays in responding to requests submitted outside of designated channels.

3.0 Term, Renewal, and Transfer.

3.1 The Subscription Term begins on the Start Date in the Order and continues through the End Date unless terminated earlier under these Terms. Fees are non-refundable.

3.2 Either party may terminate for material breach after a thirty (30) day cure period.

3.3 Upon termination or expiration, Customer must cease all use of the Services and related materials.

3.4 Sections intended to survive termination remain in effect after termination.

3.5 Auto-Renewal. Unless Customer provides written notice of non-renewal at least sixty (60) days before the end of the Subscription Term, the Subscription will auto-renew for one (1) year at then-current pricing. Perpetual subscriptions are not extended and are valid only for the life of the Device for which the service was initially purchased; perpetual subscriptions are not transferable.

3.6 Transfer. Services may not be transferred except in the case of a qualified Device warranty replacement during a service term.

4.0 Confidential Information.

4.1 Confidential Information includes all non-public, proprietary information shared between the parties.

4.2 Provider technical data and credentials are Trade Secrets.

4.3 Only “need-to-know” personnel may access Confidential Information.

4.4 Each party retains ownership of its Confidential Information.

4.5 Confidentiality obligations survive for three (3) years, or as long as the data qualifies as a Trade Secret, whichever is longer.

4.6 Disclosures required by law are permitted with prior notice when lawful.

4.7 Whistleblower protections under the Defend Trade Secrets Act apply.

4.8 Confidential Information must be returned or destroyed at termination, with limited archival exceptions.

4.9 Confidential Information is provided “AS IS” without warranty.

4.10 Either party may seek injunctive relief for misuse of Confidential Information.

5.0 Indemnification.

5.1 Each party will indemnify the other for losses caused by its breach, misconduct, or personal injury.

5.2 Provider will defend infringement claims related to its Services; Customer will defend claims related to Customer Data or Customer’s misuse of the Services.

5.3 If an infringement claim prevents use of the Services, Provider may, at its option: (i) obtain rights to continue use; (ii) replace or modify the Services; or (iii) terminate and refund unused fees. This is the sole remedy for infringement.

5.4 Indemnity does not apply to a party’s own misconduct.

5.5 Indemnity requires prompt notice, control of defense, and reasonable cooperation. Each party may participate with its own counsel at its own cost.

6.0 Warranties.

6.1 Provider warrants that the Services will be delivered with professional care and that the software will substantially conform to its documentation.

6.2 Each party warrants that it is authorized to enter into the Order and will comply with applicable law.

7.0 Disclaimer of Warranties. All warranties not expressly stated above are disclaimed, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted use. The Services are provided for diagnostic and support purposes only. Provider does not guarantee that the Services or Devices will prevent operational issues, failures, or losses. Customer assumes all risk for its use of the Services.

8.0 Limitations of Liability.

8.1 Provider’s total aggregate liability for all claims under an Order will not exceed the fees paid to Provider under that Order in the twelve (12) months preceding the claim.

8.2 Neither party is liable for indirect, incidental, special, or consequential damages.

8.3 These limitations are part of the agreed allocation of risk.

8.4 These limits do not apply to breaches of confidentiality or intellectual-property rights.

9.0 Dispute Resolution.

9.1 Before filing legal action, the parties will meet in good faith to resolve the issue and allow a thirty (30) day cure period.

9.2 Either party may seek immediate injunctive relief to protect Confidential Information or intellectual property.

10.0 Authorized Resellers. Where Customer has purchased TechAlert through an Authorized Reseller, the reseller’s purchase agreement governs the commercial relationship between Customer and the reseller (including pricing, payment, and resale-specific support obligations). These Terms govern Customer’s use of the TechAlert service itself, including all sections of these Terms relating to access, data, security, intellectual property, and limitation of liability. Provider is not responsible for an Authorized Reseller’s commercial conduct, billing practices, or representations.

11.0 Miscellaneous.

11.1 Orders bind successors and assigns. Assignment requires written consent except for a merger, acquisition, or change of control.

11.2 The relationship between the parties is that of independent contractors.

11.3 If any provision is unenforceable, the remainder remains in effect.

11.4 No drafting bias. Both parties had the opportunity for legal review.

11.5 Changes must be in writing and signed. Order terms take precedence over these general Terms unless expressly stated otherwise.

11.6 Governing law is Florida, with venue in Hillsborough County. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

11.7 Force majeure delays do not constitute breach.

11.8 A signed Order and system access constitute acceptance of these Terms.

11.9 Notices must be in writing and delivered by mail, courier, hand delivery, or email to the parties’ registered contacts.