UDNI, a Altoona, PA based Managed Service Provider (MSP), provides its services to you subject to the following Terms of Service (“TOS”). By using UDNI services, you agree to be bound by the following terms and conditions. If you do not agree to these terms and conditions, you should not use UDNI services.

I. Introduction

Purpose of the TOS: These TOS govern the use of UDNI services and any associated software, documentation, and support services (collectively, the “Services”).

Agreement to TOS: By using UDNI Services, you are agreeing to be bound by these TOS. If you do not agree to these TOS, you should not use UDNI Services.

II. Services Provided

Description of Services: UDNI provides a variety of services, including but not limited to, IT support, network management, software development, and data backup and recovery. The specific services provided to each client will be outlined in a separate agreement.

Limitations of Services: UDNI will make every effort to provide reliable and efficient services. However, UDNI cannot guarantee that the Services will be uninterrupted or error-free. UDNI will not be liable for any damages caused by interruptions or errors in the Services.

III. Payment and Fees

Payment Terms: UDNI requires payment in advance for all Services. Payment can be made by credit card, check, or wire transfer.

Fees: UDNI charges a monthly fee for its Services. The specific fee for each client will be outlined in a separate agreement.

Refund Policy: UDNI does not offer refunds for its Services.

IV. Data Security and Confidentiality

Data Security: UDNI takes the security of client data very seriously. UDNI uses industry standard security measures to protect client data, including firewalls, encryption, and secure servers.

Confidentiality Agreement: UDNI will not disclose any client data to third parties without the client’s express permission.

V. Service Level Agreement (SLA)

Service Level Guarantees: UDNI guarantees a certain level of service for its clients. The specific service level guarantees for each client will be outlined in a separate agreement.

Reporting and Resolving Service Issues: If a client experiences an issue with UDNI Services, the client should contact UDNI support team. UDNI will make every effort to resolve the issue in a timely manner.

VI. Intellectual Property

Ownership of Intellectual Property: Any intellectual property related to UDNI Services remains the property of UDNI.

Restrictions on Use of Intellectual Property: Clients may not use any intellectual property related to UDNI Services for any purpose other than the specific purpose for which it was provided.

VII. Termination and Cancellation

Conditions for Termination or Cancellation: UDNI may terminate or cancel a client’s Services at any time if the client breaches any of these TOS.

Procedures for Termination or Cancellation: If UDNI terminates or cancels a client’s Services, the client will be notified in writing.

VIII. Liability And Indemnification

Limitations of Liability: UDNI will not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with the use of UDNI Services.

Indemnification: You agree to indemnify, defend and hold UDNI, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your violation of these TOS.

IX. Dispute Resolution

Agreement to Resolve Disputes Through Arbitration or Mediation: Any disputes arising out of or in connection with these TOS shall be resolved through arbitration or mediation, as mutually agreed by both parties.

X. Governing Law and Jurisdiction

Governing Law: These TOS shall be governed by and construed in accordance with the laws of Altoona, PA, without giving effect to any principles of conflicts of law.

Jurisdiction: Any disputes arising out of or in connection with these TOS shall be subject to the exclusive jurisdiction of the courts 

located in Altoona, PA.

XI. Miscellaneous

Entire Agreement: These TOS constitute the entire agreement between you and UDNI with respect to the use of UDNI Services.

Severability: If any provision of these TOS is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.

No Waiver: UDNI failure to enforce any right or provision in these TOS shall not constitute a waiver of such right or provision unless acknowledged and agreed to by UDNI in writing.

Force Majeure: UDNI shall not be liable for any delay or failure in performance of its obligations under these TOS, if such delay or failure is caused by a force majeure event, such as natural disaster, war, terrorism, strike, lockout, or governmental act.

Contact Information: If you have any questions or concerns about these TOS, please contact UDNI support team at info@udni.com.