KNS Tech Services: Privacy Policy, Terms & Conditions, And Agreements

 

Last updated: March 19, 2025 

KNS Tech Services: Privacy Policy, Terms & Conditions, and Agreements

Last Updated: March 19, 2025
Effective Date: November 15, 2024

PART I: PRIVACY POLICY / TERMS & CONDITIONS

1. PRIVACY POLICY

1.1. Your Privacy Matters to Us
KNS Tech Services (“KNS,” “we,” or “us”) is committed to protecting your privacy and ensuring the security of your personal information. This Privacy Policy explains how we collect, use, and protect your personal data, as well as your rights regarding SMS communications and other interactions with us.

1.2. Information We Collect
1.2.1. Personal Information

  • Name
  • Phone Number
  • Communication Preferences
  • Other details necessary to provide you with services or respond to inquiries

1.3. How We Use Your Information
1.3.1. Provide Services
We use your information to deliver our services, including appointment reminders, updates, and technical support.

1.3.2. Communicate with You
We may contact you regarding your services or inquiries.

1.3.3. Maintain Records
We keep records of your interactions with us for administrative, service, and recordkeeping purposes.

1.4. Data Sharing & Subcontractors
1.4.1. General Rule
We are committed to ensuring that your personal information remains confidential. We will not share, sell, rent, or lease your personal information to any third parties for their own marketing purposes.

1.4.2. Limited Operational Sharing
We may share your personal data with trusted subcontractors or service providers who assist us in delivering services (e.g., scheduling, customer service). Such subcontractors are contractually obligated to protect your data and to use it only for the tasks we request.

1.4.3. Mobile Originator Opt-In Data
We will not share mobile originator opt-in data and consent (including phone numbers collected for SMS communications) with any third parties.

1.4.4. Mobile Opt-In Data for Marketing
We do not share mobile phone numbers or SMS opt-in data with any outside companies, partners, or subcontractors for their own marketing or promotional use.

1.5. Your Rights and Opt-Out Options
1.5.1. Opting Out of SMS
You have the right to opt out of receiving SMS communications at any time. Simply reply with the keyword STOP. Upon opting out, you will no longer receive SMS messages from us.

1.5.2. Contact Information
If you need assistance, please contact us at:

1.6. Changes to This Privacy Policy
We reserve the right to update this Privacy Policy as needed to reflect changes in our practices or for other operational, legal, or regulatory reasons. Any updates will be posted on our website.

1.7. Contact Us
If you have any questions or concerns about this Privacy Policy, please contact us at:

2. TERMS & CONDITIONS

2.1. Types of Messages
You may receive informational messages from KNS Tech Services, such as appointment reminders, service updates, and customer care communications.

2.2. Message Frequency
You will receive up to 2 messages per month via SMS.

2.3. Message and Data Rates
Standard message and data rates may apply according to your mobile carrier’s terms.

2.4. HELP Information
Text HELP for assistance or more information.

2.5. STOP / Opt-Out
Text STOP to unsubscribe from receiving further SMS messages.

2.6. Customer Care Contact
For additional support, please contact us:

3. CONSENT

By interacting with KNS (for example, subscribing to our services, signing up for SMS alerts, or otherwise engaging with us), you acknowledge and agree to the terms of this Privacy Policy / Terms & Conditions, including the use of your information as described herein. We reserve the right to modify these terms at any time, and any changes will be communicated to you through the contact methods provided.

4. ACKNOWLEDGMENT OF CONSENT

By opting in to our marketing messages, you acknowledge that opting in is not required as a condition of purchasing any KNS Tech Services products or services, and that your mobile opt-in data will never be shared with third parties for marketing purposes.

5. COMPLIANCE STATEMENT

KNS Tech Services adheres to all relevant laws and regulations regarding data protection and privacy. We handle your personal information with the utmost care and security.

6. ADDITIONAL DISCLOSURES

6.1. No Third-Party Sharing for Marketing
We do not share personal information with third parties for their own marketing or promotional purposes.

6.2. Opt-In Confirmation
By sending the first message, you provide explicit consent to receive communications from us.

PART II: ADVERTISING AGREEMENT

1. MARKETING AND BRAND DEVELOPMENT SERVICES

1.1. Scope
KNS Tech & Media (“KNS”) will perform services for Client in connection with the planning, provision, creation, and/or placement of branding, research, advertising, marketing, consulting, creative, and/or digital services for the Client during the term, as described in the attached Statement of Work (“SOW”) (incorporated herein by reference). These services are collectively referred to as the “Services.”

1.2. Out-of-Scope Assignments
Client may request additional projects or services beyond the SOW. KNS agrees to accept such Out-of-Scope Assignments only upon a separate written agreement concerning the additional compensation and relevant terms.

1.3. Limitations
Nothing in this Agreement shall require KNS to undertake any act or perform any service which, in its good faith judgment, would be misleading, false, libelous, unlawful, in breach of another contract, or otherwise prejudicial to Client’s or KNS’s interests.

2. SUBCONTRACTORS

2.1. Use of Subcontractors
KNS may engage third-party suppliers, vendors, or subcontractors (“Subcontractors”) to render certain services. Although KNS shall supervise such Subcontractors and endeavor to guard against any loss to the Client, KNS is not responsible for the failures, acts, or omissions of Subcontractors unless caused by KNS’s negligence or willful misconduct.

2.2. Preferred Suppliers
If Client requests KNS to utilize specific “Preferred Suppliers,” Client remains solely responsible for those suppliers’ performance.

3. CLIENT APPROVAL OF MATERIALS

3.1. Approval Process
KNS shall submit to Client for approval any materials to be produced or published, such as copy, layouts, slogans, websites, artworks, graphics, or photography (“Materials”). However, preliminary concepts or drafts may not require formal Client approval.

4. SERVICES TO CLIENT’S DESIGNEES

4.1. Joint Liability
Should Client request KNS to make purchases for or render services to any parent, subsidiary, or affiliate of Client (“Client Affiliate”), both Client and the Client Affiliate shall be jointly and severally liable to KNS for all related fees.

5. FEES, PAYMENTS, AND EXPENSES

5.1. Fees
Client agrees to pay KNS the contracted amount listed in the Agreement Scope or SOW.

5.2. Expenses
Client shall reimburse KNS for reasonable out-of-pocket expenses (such as travel, lodging, postage, and shipping) incurred in providing the Services.

5.3. Taxes
Client shall pay, reimburse, or hold KNS harmless for any applicable taxes (excluding income taxes) imposed by law in connection with the Services.

5.4. Other Fees
Out-of-Scope Assignments or additional services shall be subject to further compensation, as agreed upon separately.

5.5. Payment of Invoices
All invoices must be paid within fifteen (15) days of receipt. Late payments may incur a late charge of 1.5% per month or the maximum legal rate. KNS may suspend services on seven (7) days’ notice if invoices remain unpaid.

6. TRADEMARKS

6.1. Trademark Development
KNS may develop or create trademarks (e.g., taglines, logos) for Client. Client bears the responsibility for confirming availability and registering such trademarks, though KNS may coordinate or assist as outlined in the SOW.

7. THIRD-PARTY LICENSES

7.1. Licensing
Client must purchase any required third-party licenses (e.g., clip art, server-side applications, music, or stock images) needed for KNS to create or finalize Materials. If the cost of a third-party license exceeds $50.00, KNS shall obtain Client’s written permission beforehand.

8. MARKETING

8.1. Use of Client Name
Client grants KNS the right to use Client’s name and service marks in KNS’s marketing or promotional materials, including identifying Client as a customer and describing the scope of services provided.

8.2. Hyperlink to KNS
Client grants KNS the right to display KNS’s logo and a hyperlink to KNS’s website on Client’s own website, subject to KNS’s prior written consent.

8.3. Press Releases
Either party may issue a press release related to this Agreement, provided the other party grants prior written approval (which shall not be unreasonably withheld).

9. TERM AND TERMINATION

9.1. Term
This Agreement begins on the Effective Date and continues as described in the Agreement Scope or SOW.

9.2. Termination
Either party may terminate by giving 30 days’ written notice under one or more of the following conditions:

  • Within ninety (90) days of the Effective Date, for any reason.
  • Material breach not remedied within 30 days after written notice.
  • Bankruptcy or receivership proceedings of the other party.

9.3. Effect of Termination
Client shall pay KNS for services rendered up to the date of termination. KNS will provide a prorated invoice if applicable.

9.4. Return of Proprietary or Confidential Information
Within ten (10) days of termination, each party shall return or destroy all proprietary or confidential information belonging to the other party.

10. CONFIDENTIALITY

10.1. Definition
“Proprietary or Confidential Information” includes (but is not limited to) trade secrets, business methods, records, computer-stored data, and financial information.

10.2. Obligations
Neither party shall disclose or use the other’s Confidential Information except as necessary to perform under this Agreement. These obligations of confidentiality remain in effect for one (1) year from the Effective Date, notwithstanding any earlier termination.

10.3. Exclusions
Information is not confidential if it is publicly available, previously known without obligation, independently developed, or required by law to be disclosed.

11. RESPONSIBILITIES; REPRESENTATIONS AND WARRANTIES

11.1. KNS Warranty
KNS represents that the Services will be performed professionally and that any technology-related Services will be free of material defects for thirty (30) days post-delivery, excluding misuse or unauthorized modifications.

11.2. Disclaimer of Warranties
Except as explicitly stated, Services and related deliverables are provided “AS IS” and “AS AVAILABLE,” with no additional warranties, express or implied (including merchantability or fitness for a particular purpose).

11.3. Third-Party Disclaimer
KNS makes no warranty, express or implied, regarding any third-party product, content, software, or hardware.

12. INDEMNITIES

12.1. Client Indemnity
Client shall indemnify, defend, and hold harmless KNS for third-party claims arising from:

  • Inaccurate information supplied by Client.
  • Materials furnished by Client that infringe on third-party rights.
  • Alteration or misuse of KNS’s Materials by Client.
  • Product liability or personal injury related to Client’s products or services.
  • Unauthorized or improper use of Materials or marks by Client or its affiliates.
  • Employment-related claims from Client’s employees.
  • Known risks that Client elects to proceed with.
  • Patent or trademark infringement by Client.
  • Client’s negligence, willful misconduct, or breach of contract.

12.2. KNS Indemnity
KNS shall indemnify, defend, and hold harmless Client for claims arising from final Materials that involve libel, slander, defamation, or copyright infringement caused by KNS’s negligence or willful misconduct.

12.3. Third-Party Investigations
Client shall reimburse KNS for all costs from third-party investigations of Client’s actions, including subpoena compliance.

12.4. Notification of Claims
The indemnified party shall promptly notify the indemnifying party in writing of any claim and shall cooperate in its defense.

13. LIMITATION OF LIABILITY

Excluding indemnification obligations or confidentiality breaches, neither party is liable for indirect, incidental, special, or consequential damages (including lost profits). KNS’s maximum liability is capped at the total fees Client has paid under the relevant SOW.

14. OWNERSHIP

14.1. Work Product
All final Materials produced by KNS and paid for in full by Client shall be deemed “works made for hire” and become Client’s property. If, by operation of law, any Work Product is not considered a work made for hire, all right, title, and interest is assigned to Client upon final payment.

14.2. Third-Party Licenses
Any licensed third-party materials remain the property of the original licensor. Client agrees to abide by such license terms.

14.3. KNS Materials
KNS retains ownership of any data, designs, processes, software, or methodologies developed independently of Client’s project. KNS grants Client a nonexclusive, perpetual, royalty-free license to use such materials if incorporated into the final Work Product, solely for Client’s internal business operations.

15. GOVERNING LAW, JURISDICTION, AND VENUE

This Agreement is governed by the laws of the State of Arizona without regard to conflict-of-law principles. Exclusive jurisdiction and venue lie in the state or federal courts of Arizona.

16. NOTICES

All notices must be in writing and delivered via certified mail, overnight courier, or personal delivery to:

  • KNS
    Attn: Scott Mills
    KNS Tech & Media
    492 N. Main Street
    Snowflake, AZ 85937
  • Client
    As Listed in Agreement Scope

Notices are effective upon personal delivery, three (3) business days after mailing, or one (1) business day after dispatch by a recognized courier.

17. WAIVER

Failure to insist on strict performance or to seek redress for a violation of any provision shall not constitute a waiver of that or any future breach.

18. NO THIRD-PARTY BENEFICIARIES

This Agreement confers no rights on any party other than the signatories and their permitted successors or assigns.

19. SUCCESSORS AND ASSIGNS

This Agreement is binding upon and inures to the benefit of the parties and their respective successors or permitted assigns.

20. ASSIGNMENT

Neither party may assign this Agreement or subcontract its obligations without the other party’s written consent.

21. PARAGRAPH HEADINGS AND CAPTIONS

Headings are inserted for convenience only and do not affect interpretation.

22. SEVERABILITY

If any provision is deemed invalid, the remainder of the Agreement continues in full force, and the parties agree to modify the invalid provision to reflect their original intent as closely as permissible.

23. FORCE MAJEURE

Neither party is liable for failures or delays caused by events beyond its reasonable control, such as acts of God, war, strikes, or natural disasters.

24. INDEPENDENT CONTRACTORS; NO PARTNERSHIP

KNS and Client are independent contractors. Nothing in this Agreement creates a partnership, joint venture, or agency relationship.

25. SURVIVAL

Provisions intended by context to survive termination (e.g., indemnities, confidentiality) remain in effect beyond the term.

26. ENTIRE AGREEMENT

This Agreement, including all referenced Schedules or SOWs, constitutes the entire agreement between KNS and Client regarding the Services, superseding any previous agreements. Any modifications must be in writing and signed by both parties.

PART III: MONTHLY IT SERVICE AGREEMENT

1. ENGAGEMENT

The Client (“Client”) hereby engages KNS Tech Services (“Consultant”) to provide IT Services at the Service Address identified in the Agreement Scope. The initial term is set forth in the contract, and upon expiration of the initial term (and each successive term), the Agreement automatically renews for an additional six-month term unless one party gives at least thirty (30) days’ notice of non-renewal before the renewal date.

2. SCOPE OF INCLUDED SERVICES

The following Exhibit A details the scope of services included under this Agreement. Consultant will decide whether services are performed on-site or off-site. Client agrees not to make unreasonable requests for service.

3. PRICING; ADDITIONAL SERVICES

3.1. Monthly Base Rate
The Monthly Base Rate covers the IT Services within the scope (Exhibit A).

3.2. Additional Services
If additional services are requested or required that exceed the Scope (Exhibit A), charges will be determined by a separate agreement or at Consultant’s standard hourly rates.

3.3. Exclusions
The Base Rate does not include hardware, software, equipment, or other out-of-pocket expenses unless specifically stated in Exhibit C.

4. PAYMENT; SUSPENSION OR TERMINATION OF SERVICES

4.1. Payment Terms
The Monthly Base Rate is due on the first day of each month. Any additional amounts are payable within thirty (30) days after invoice.

4.2. Suspension or Termination
Consultant may suspend performance or terminate this Agreement if Client fails to pay within the specified period. Client may terminate if Consultant fails to meet the Required Performance Standards (after written notice and a reasonable opportunity to cure).

4.3. Early Termination Fee
If Client terminates early for reasons other than Consultant’s material breach, Client may be obligated to pay an early termination fee equal to 60% of the fees remaining in the contract term. Any cancellation request is effective 30 days after receipt of written notice.

5. PRICE ADJUSTMENTS

Consultant may propose an adjustment to the Monthly Base Rate as described in Exhibit C if equipment changes occur, if Client’s demand for services materially increases, or if there are significant cost increases in materials or software. Any adjustment will be documented in writing and signed by both parties.

6. USE OF SOFTWARE AND/OR HARDWARE

6.1. License
Any software or hardware provided by Consultant grants Client a personal, non-exclusive, limited, and non-transferable license.

6.2. Ownership of Leased Hardware
Equipment listed in Exhibit E is and shall remain the property of Consultant. Client shall have no right, title, or interest in the equipment except as set forth in the Agreement. Consultant is responsible for replacing or repairing leased equipment under Exhibit E.

7. INSURANCE

Client shall obtain and maintain for the duration of the Agreement “all risk” insurance against loss or damage to the equipment (if any is leased), along with commercial general liability coverage. Consultant shall be named as a loss payee or additional insured, as required, and policies shall include waivers of subrogation in favor of Consultant.

8. OWNERSHIP OF WORK PRODUCT

Any work of authorship, invention, or other intellectual property developed by Consultant during the term remains Consultant’s property. Client retains a perpetual, non-exclusive, royalty-free license to use the Work Product in its day-to-day operations, provided the Client does not disclose, sell, or assign its rights without Consultant’s written consent.

9. NON-DIVERSION

During the Agreement term and for one (1) year thereafter, Client shall not directly or indirectly solicit, hire, or engage any employee, agent, or subcontractor of Consultant for services except through Consultant.

10. DISCLAIMER OF WARRANTIES

IT Services are provided “AS IS,” and unless specifically stated herein, no representation or warranty of any kind (express or implied) is given. Consultant disclaims all implied warranties, including merchantability or fitness for a particular purpose.

11. LIMITATION OF LIABILITY

In no event shall Consultant be liable for special, exemplary, incidental, or consequential damages, including lost profits, whether arising out of contract, tort, strict liability, or otherwise.

12. ACTIONS

No legal action arising out of this Agreement (contract, tort, or otherwise) may be commenced more than one (1) year after the occurrence giving rise to the claim.

13. GOOD FAITH

The parties agree to act in good faith in performing their respective obligations under this Agreement.

14. CONFIDENTIALITY

Consultant agrees to treat all client data, trade secrets, personal information, and any private information encountered in providing services with strict confidentiality. Consultant will not intentionally seek out confidential information but may inadvertently access it while performing IT Services.

15. MISCELLANEOUS

15.1. Entirety
This instrument, along with the attached exhibits, contains the entire understanding between the parties regarding the subject matter and supersedes prior agreements on the same topic.

15.2. Independent Contractor
Consultant is an independent contractor and not an employee or agent of Client, except as expressly stated.

15.3. Severability
If any provision is deemed invalid or unenforceable, the remainder of the Agreement remains valid.

15.4. Force Majeure
Consultant shall not be liable for delays or failures caused by events beyond its reasonable control, such as acts of God, strikes, or natural disasters.

15.5. Headings
Section headings are for reference only and do not affect the meaning of the provisions.

15.6. Governing Law
This Agreement is governed by the laws of the State of Arizona. Exclusive jurisdiction lies with the courts of Arizona.

15.7. Counterparts
The Agreement may be executed in multiple counterparts, each of which is deemed an original.

EXHIBIT A – SCOPE OF INCLUDED SERVICES

  1. Managed IT Services
    • Network: We agree to manage all network devices (Routers, Switches, Access Points, and any other client network peripherals) as listed in Exhibit C for connectivity to ensure maximum intranet uptime. We monitor web traffic and report any excessive or abnormal use. We provide recommendations for network infrastructure improvement along with an implementation plan. We will assist the Client in communication with the Internet Service Provider (ISP), but ISP-related outages or issues are beyond our control and not covered under this service agreement.
    • Servers: We agree to manage any server listed in Exhibit C for optimal uptime and usefulness. We monitor these servers for updates, storage space, memory usage, overall performance, and administer all core functions of the server and domain infrastructure. We make recommendations and perform configurations per Client’s specifications.
    • Client Devices: We agree to manage all client devices listed in Exhibit C for optimal performance. This includes:
      • Weekly Routine Maintenance
        • Check for and install system updates
        • Check for and install driver updates
        • Perform hard drive optimization (as needed)
        • Review system event logs for critical errors and address issues
        • Perform full virus, malware, and ransomware scans weekly
      • 24/7 Monitoring
        • Hard drive usage and performance
        • CPU performance and workload
        • Memory capacity and workload
        • Virus, malware, and ransomware activity (with daily quick scans)
        • Real-time monitoring and automated restart of system-critical processes
      • Troubleshooting
        • Print issues
        • Network issues
        • Power and connectivity issues
        • Setup and configuration of new workstations (including installation/upgrade of Client-purchased operating systems)
  2. Cloud Backup
    • We include cloud backup of managed servers in the NAS Backup On-site + Cloud as detailed in Exhibit C. This solution provides an air gap in case of a major disaster or cyber event.
  3. Phones Service
    • VoIP Phone Service is not included in this Agreement.
  4. Software as a Service
    • Basic management and support of third-party software is covered, limited by the third party’s own support and resources.
    • Microsoft licensing may be included as detailed in Exhibit C.
  5. Hardware and Software Purchases
    • The Client is responsible for purchasing any hardware or software. Installation of new hardware is considered a separate project and is billed at our standard hourly rate. Any software sold as a service is listed in Exhibit C.

EXHIBIT B – SERVICE GUARANTEE

  1. Forms of Contact
  2. Response Times
    We address serviceable events as quickly as possible, depending on their priority level. The table below describes our target response and start times. Actual resolution times may vary based on severity and factors beyond our control. These times apply only to items within our scope of included services (Exhibit A). Projects outside this scope are handled separately.
Event Level Event Description Detailed Description Covered by Contract Initial Response Begin Service
Level 1 Emergency An event outside standard business hours (Mon–Fri 8am–5pm) or on Federal/State Holidays. No – Billed at “Nights/Weekends/Holiday” Rate 30 Minutes ASAP
Level 2 Priority Any event during business hours that affects the client’s core production functions. Yes 30 Minutes Within 1 hour if working remotely; within 2 hours if on-site work is needed.
Level 3 Non-Priority Any event during business hours that affects performance but is not critical to core functions. Yes 60 Minutes Within 4 hours if working remotely; within 6 hours if on-site work is needed.
Level 4 No Rush Non-production-related events or projects that can be scheduled during business hours. Yes 60 Minutes Within 7 days
  1. Regular Communication
    • We will meet (in person or by phone) at least quarterly to discuss issues, concerns, and/or progress. We may also touch base with key employees to evaluate needs and expedite ticket resolution.

EXHIBIT C – MONTHLY BASE RATE

  1. Monthly Base Rate
    • The agreed monthly rate for covered IT Services.
    • Example: Server Management Plan: $150.00 per Server (Unlimited Support, Maintenance, Protection).
    • Example: Workstation Management Plan: $75.00 per Workstation or VM (Unlimited Support, Maintenance, Protection).
  2. Microsoft 365 Licensing
    • Business Standard: $15.00/User – Exchange, OneDrive, SharePoint, Teams, Desktop & Mobile Office Apps
    • Business Basic: $7.20/User – Business-class email, web versions of Office Apps
    • Project Plan 3: $36.00/User – Additional project management features
  3. NAS Backup On-Site + Cloud
    • Synology NAS Lease: $30.00/Month (4-Year lease with a $300 buyout at lease end)
    • Cloud Storage: $30.00/Month (3 TB dedicated storage)
    • Backup Software Licensing: $45.00/Month
    • Backup Management & Monitoring: $50.00/Month
  4. Changes to Devices/Scope
    • Changes to the number or type of managed devices in Exhibit A may require an adjustment to the monthly rate. Such changes will be discussed and documented.

EXHIBIT D – HOURLY RATES

  • General IT Hourly Rate: $95.00/hour
  • Afterhours, Weekends, Holidays: $150.00/hour

All hourly charges are subject to a one-hour minimum, then billed in 30-minute increments thereafter. Services outside the scope (Exhibit A) are billed at these rates, unless otherwise agreed in writing.

EXHIBIT E – LEASED HARDWARE

  • Any leased hardware covered by this Agreement remains the property of Consultant and must be returned or purchased by Client at the end of the lease term, per the terms in Section 6.2 above.

THANK YOU

Thank you for reviewing KNS Tech Services’ Privacy Policy, Terms & Conditions, Advertising Agreement, and Monthly IT Service Agreement in its entirety. If you have any questions or concerns, please contact us:

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