Terms of Service | Puzzle Piece Tech

Puzzle Piece Technologies Inc. ® will provide services subject to the following terms and conditions:

Engaging in business with us and/or paying any bill constitutes acceptance of these terms and our rate for said services unless otherwise specified in a written Letter of Engagement (LoE) or Service Agreement signed and agreed upon by both parties. If a separate agreement exists then the terms of that agreement shall take precedence over the terms outlined here. All hours are billed as follows: Onsite work is a two-hour minimum and starts from the time we depart to the specified location to the time we leave the specified location. All other time is accumulated in 15-minute increments and is rounded up to the nearest 15 minutes. Air travel longer than one (1) hour requires business class or above travel accommodations and hotel stay. Invoices will be sent on or about the 1st and 16th of every month and are due within 15 days of the invoice date unless otherwise specified. All payments will be applied to the oldest outstanding invoice. Invoices must be contested within 30 days of receipt. If you fail to pay on or before the invoice due date any and all discounts will be voided and a late fee up to the maximum allowed by law shall be applied each month thereafter. Any court proceedings related to enforcement of arbitration awards or otherwise permitted under this Agreement shall be held exclusively in the Los Angeles Superior Court system. Puzzle Piece Technologies ® is a registered trademark company.

GENERAL SCOPE: This Agreement covers the administration and labor associated with normal maintenance of your computer and networking systems including major and minor overhauls, equipment, parts and supplies. We are not liable for damage(s) or loss caused by third parties, operator error, use of unapproved equipment or software, infection of malware or ransomware, unforeseen disasters, acts of God or general misuse. Puzzle Piece Technologies Inc will determine, acting reasonably and in good faith, whether any damage(s) are attributable to the conditions described above. Any work that requires specialized contractors or support will be billed directly by the contractor or by Puzzle Piece Technologies Inc. in conjunction with our normal billing. Payment for any items or services not covered under the scope of this Agreement is subject to Puzzle Piece Technologies Inc's standard payment term of net 15. If payment for such items or services is not made in accordance with Puzzle Piece Technologies Inc payment terms, late fees will be applied, discounts will be voided, services may be suspended, and/or this agreement may be terminated with cause at Puzzle Piece Technologies Inc. discretion. Termination of this Agreement shall be governed exclusively by the CANCELLATION section below. You may also terminate this agreement via email to retention@puzzlepiece.tech.
EQUIPMENT RELOCATION: Customer agrees to pay for any expenses or labor relating to the un-installation and reinstallation of systems by Puzzle Piece Technologies Inc. Examples are moving vans, insurance, gas and other moving expenses. Customer agrees to hold Puzzle Piece Technologies Inc harmless for any damage to equipment occurring during transport.
SERVICE CALLS: Service calls can be made during Puzzle Piece Technologies Inc normal business hours of Mon-Fri. from 8:00 am to 5:00 pm. Service Calls outside of normal business hours or on weekends or holidays are billed at double the rate and/or a negotiated rate prior to commencing the work. Customer agrees to validate parking and/or reimburse parking fees at its location for any service call Puzzle Piece Technologies Inc performs.
SUPPLIES: IT related supplies such as toner, mouse pads and cables will be procured by the Customer or by Puzzle Piece Technologies Inc on the condition of immediate reimbursement or will be charged to the customer as equipment sold at actual cost with a +20% margin. Title to all supplies furnished by Puzzle Piece Technologies Inc will remain with Puzzle Piece Technologies Inc until said supplies are reimbursed or paid for. In the event of Customer default or cancellation of this Agreement, all such supplies shall be immediately returned or paid for. Additionally, Puzzle Piece Technologies Inc reserves the right to charge a prorated amount for any unused consumables pursuant to Puzzle Piece Technologies Inc’s standard formula for such proration.
OUTSIDE VENDORS, SERVICES AND ACCOUNTS: Puzzle Piece Technologies Inc will assist in establishing services and vendor agreements but is not responsible for anything after those accounts have been established. Puzzle Piece Technologies Inc may advise and answer questions regarding its setup and the services but billing and management of said accounts is the responsibility of the Customer. Furthermore, it is the Customer's responsibility to disconnect services if that is their intent. Puzzle Piece Technologies Inc makes no warranty that services can or will be disconnected and is not responsible if they fail to be disconnected.
CANCELLATION: This Agreement shall remain in full force and effect until cancelled in writing by either party. Customer may terminate this Agreement with thirty (30) days’ written notice. Puzzle Piece Technologies Inc may terminate this Agreement immediately for cause, or without cause upon written notice, effective immediately or as specified in such notice. “Cause” includes, but is not limited to: non-payment; breach of this Agreement; unsafe or hostile working conditions; failure to follow recommended technical guidance where such failure materially increases risk, liability, or operational instability; or where, in Puzzle Piece Technologies Inc’s reasonable judgment and acting in good faith, the parties are no longer a suitable fit for continued business. Upon termination, no refund whatsoever will be due to Customer, except where required by law or explicitly agreed otherwise. All outstanding balances shall become immediately due and payable.
LATE CHARGES, INTEREST, SUSPENSION OF SERVICE: Payment is due within 15 days of the invoice date. Any amounts not paid when due may result in suspension of services until all outstanding balances are brought current. A late charge equal to five percent (5%) of the outstanding invoice balance may be assessed once the invoice becomes more than fifteen (15) days past due. In addition, any unpaid balance may accrue interest at a rate of one and one-half percent (1.5%) per month (18% annually), or the maximum rate allowed by applicable law, whichever is less. Interest shall accrue on a non-compounding basis. Late charges are intended to reasonably estimate the administrative and financial costs incurred due to late payment and are not intended as a penalty. In the event the account is referred to collections or legal action is required, Customer agrees to pay all reasonable costs of collection, including attorneys’ fees and court costs, to the extent permitted by law. Puzzle Piece Technologies Inc reserves the right to suspend or terminate services for accounts that are delinquent.
IT OPERATOR RESPONSIBILITIES: Customer may choose to appoint someone within their organization to be the IT Operator (aka IT Hat). The IT Operator acts as an onsite first responder and liaison for IT issues. Puzzle Piece Technologies Inc will assess and advise Customer of the IT Operators level of knowledge and set boundaries on what this person can or cannot do for periodic maintenance and onsite response. Areas such as: Active Directory, file permissions, accounting systems, healthcare systems, credit card processing systems, server rooms, backups (both local and remote), supplies, excess equipment, programming, and user creation. These duties carry a degree of confidentiality and/or skill that may or may not be suited for the person or persons appointed to the IT Operator position.
RECONDITIONING/OVERHAUL: When Puzzle Piece Technologies Inc has determined that a significant reconditioning or overhaul is necessary (beyond normal repairs or parts or software replacement) Puzzle Piece Technologies Inc will submit a cost estimate of needed repairs so that the necessary financial consideration can be made before the start of the project.
TELEPHONE SERVICES: Phone system services are not covered by this Agreement. A separate contractor will be brought in to handle phone related issues and the rate for that contractor(s) time will be negotiated at the time of service. We will manage or supervise the contractor(s) on your behalf if you choose, but we do not accept responsibility for them, their work or lack thereof.
WEBSITE SERVICES: Website services are not covered by this Agreement. A separate contractor will be brought in to handle website related issues and the rate for that contractor(s) time will be negotiated at the time of service. We will manage or supervise the contractor(s) on your behalf if you choose, but we do not accept responsibility for them, their work or lack thereof.
PROGRAMMING SERVICES: Programming or software development is not covered by this Agreement. A separate contractor will be brought in to handle custom programming related issues and the rate for that contractor(s) time will be negotiated at the time of service. We will manage or supervise the contractor(s) on your behalf if you choose, but we do not accept responsibility for them, their work or lack thereof.
GOVERNING LAW, ARBITRATION: This Agreement, and all matters arising out of or relating to this Agreement, shall be governed by the laws of the State of California (exclusive of conflict of laws principles), and shall be deemed to be executed in Santa Clarita, California. In the event of any dispute, the parties shall first attempt in good faith to resolve the matter through informal discussions. If the dispute cannot be resolved, the parties agree to submit the matter to mediation before an independent mediator mutually agreed upon by the parties. If mediation is unsuccessful, the dispute shall be resolved by binding arbitration administered in accordance with the Commercial Arbitration Rules of the American Arbitration Association (AAA). Judgment on the arbitration award may be entered in any court of competent jurisdiction, including the Los Angeles Superior Court. The arbitrator shall have the authority to allocate the costs of arbitration between the parties.
EQUIPMENT ACCESS: It may be necessary for Puzzle Piece Technologies Inc to leave equipment and/or tools behind to effectively service your business. If items are left behind, you must provide Puzzle Piece Technologies Inc access to those items within 24 hours of requesting it. Failure to provide access may result in charges for the replacement of those items or a fee to recoup the loss of use.
CODE OF CONDUCT: Customer will not allow any kind of unprofessional behavior, harassment, discrimination, physical or verbal abuse of Puzzle Piece Technologies Inc staff or contractors. Customer will encourage respectful behavior and take the appropriate measures necessary to correct and/or consequence their staff in the event they demonstrate any of the inappropriate behaviors described above. Puzzle Piece Technologies Inc reserves the right to terminate this contract with cause should any of the above-mentioned behaviors or abuses be exhibited or continue to be exhibited without corrective steps being made by the Customer.
CYBER-SECURITY & REGULATORY COMPLIANCE: Puzzle Piece Technologies Inc is a Managed Service Provider. Cyber-security and regulatory compliance are special services that reside outside the scope of the services we provide. We can encourage best practices, but we make no guarantee and implore you to engage with service providers that specialize in the security and/or regulatory industries. If you fail to engage the appropriate service providers, you will hold Puzzle Piece Technologies Inc harmless should your organization be affected by the lack of necessary security or regulatory compliance required in your industry.
POWER OF AGENCY: Customer authorizes Puzzle Piece Technologies Inc to act as its agent for the limited purpose of procuring services, equipment, software, licenses, and vendor agreements as reasonably necessary to support Customer’s IT environment. This includes the authority to communicate with vendors and, where requested or reasonably implied by Customer’s instructions, to enter into agreements on Customer’s behalf. Customer agrees to be fully responsible for all costs, obligations, and terms associated with any such third-party services or agreements entered into on its behalf. Puzzle Piece Technologies Inc shall not be responsible for the performance, terms, or obligations of any third-party provider.
PAYMENT PROCESSING FEES: Certain payment methods, including but not limited to credit or debit card payments, may incur processing fees charged by third-party payment processors. Any such fees are determined and assessed by the payment processor and are disclosed to Customer at the time of payment. Puzzle Piece Technologies Inc does not control, set, or retain these fees unless otherwise explicitly stated.
LIMITATION OF LIABILITY: To the maximum extent permitted by law, in no event shall Puzzle Piece Technologies Inc be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of data, loss of profits, or business interruption, even if advised of the possibility of such damages. Puzzle Piece Technologies Inc’s total cumulative liability arising out of or related to this Agreement shall not exceed the total amount of fees paid by Customer to Puzzle Piece Technologies Inc during the six (6) months immediately preceding the event giving rise to the claim.
DISCLAIMER OF WARRANTIES: All computing systems are custom by nature, therefore all services are provided “as is” and “as available.” Puzzle Piece Technologies Inc disclaims all warranties, express or implied, including but not limited to merchantability and fitness for a particular purpose, to the maximum extent permitted by law.
ADDITIONAL TERMS AND CONDITIONS: (a) All notices, including notices of address change, required to be sent hereunder shall be in writing and shall be deemed to have been given when mailed by first class mail, recognized courier service, or electronic mail (email). (b) In the event any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions of this Agreement will remain in full force and effect. (c) Puzzle Piece Technologies Inc is an independent contractor; nothing in this Agreement shall be construed to create a partnership, joint venture, or agency relationship between the parties. (d) This Agreement shall be construed as to its fair meaning and not strictly for or against either party. (e) There are no other agreements between the parties hereto other than those specifically set forth herein. (f) This Agreement is not transferable from the original purchaser. (g) This Agreement constitutes the entire Agreement between Customer and Puzzle Piece Technologies Inc related to the services and maintenance of the Equipment, and all prior negotiations, Agreements (oral or written), or understandings are hereby superseded unless Customer is on a signed and fully executed Service Agreement with Puzzle Piece Technologies Inc.