Definitions

• Company Name as per document MSA-202401 (Company): Refers to the legal entity that has entered into this agreement by signing the document MSA-202401, agreeing to these terms which encompass the comprehensive management of their software licenses and additional IT services as required.
• Red IT Solutions: Infrared Group Pty Ltd trading as Red IT Solutions (Red IT Solutions), ABN 79 643 403 365, with its registered office located at 39 Keysborough Ave, Keysborough VIC 3173, Australia.
• Services: This term encompasses a broad spectrum of IT-related services provided by Red IT Solutions, which include, but are not limited to, Managed Services, Phone Services, Internet/NBN Services, Web Hosting Services, and the management of software licenses and applications as part of the contractual Services.
• Agreement: This document, comprising the Terms and Conditions, along with any other agreements or documents that establish a service provision relationship between Red IT Solutions and the Company Name as per document MSA-202401.

Scope of Services

• Comprehensive Service Management: Under this agreement, Red IT Solutions is committed to providing a wide array of IT services tailored to the specific needs of the Company. This includes the proactive management of software applications and licenses, ensuring operational efficiency, compliance with software usage policies, and facilitating the deployment of Phone, Internet/NBN, and Web Hosting Services as required by the Company.
• Adjustments to Services: Red IT Solutions holds the authority to make necessary adjustments to the services provided, including software licenses, to align with the evolving needs of the Company, ensuring that all IT infrastructure supports the Company’s objectives effectively.

License Adjustment Authority

• Authority to Modify Services: The Company expressly grants Red IT Solutions the authority to alter, modify, or replace any part of the provided services, including software licenses, to adapt to technological advancements, changes in user requirements, or better pricing opportunities. This ensures that the Company remains at the cutting edge of technology without compromising on efficiency or performance.

Limitation of Liability

• Errors and Omissions: Red IT Solutions cannot be held liable for any inaccuracies or errors in the software licenses or services that arise due to misinformation from manufacturers, developers, or distribution channels.
• Service Disruptions: Red IT Solutions is not liable for interruptions or performance issues with the services that stem from external factors beyond our control, including but not limited to supplier failures, network issues, or equipment malfunctions.

Term and Renewal

• Initial Commitment: This agreement is initially binding for a period of 12 months from the date the Company signs the commitment document MSA-202401. This period marks the initial term during which Red IT Solutions will provide the stipulated services.
• Automatic Renewal: Upon any adjustment to the services as detailed in subsequent invoices or direct communications, this agreement shall automatically renew for another 12 months, ensuring uninterrupted service provision and price stability.

Billing and Payment

• Invoicing Schedule: Red IT Solutions will issue invoices for the services rendered under this agreement during the first fortnight of each month. These invoices will detail all charges and will be due for payment 14 days from their issuance.
• Resolution of Billing Disputes: Should the Company contest any aspect of the invoiced charges, it must lodge a formal dispute within the 14-day period following the invoice date. Absence of a timely dispute will be considered as acceptance of the charges and will also signify the Company’s agreement to renew the terms of this agreement under the stipulated conditions.

Termination

• Early Termination Fees: If the Company opts to terminate this agreement prematurely, it will be responsible for covering all costs associated with the services listed in the most recent invoice for the remainder of the term, ensuring that Red IT Solutions is compensated for the commitment period.

General Provisions

• Confidentiality and Intellectual Property: These are governed by the overarching Managed Services Agreement, details of which can be found on the Red IT Solutions website.
• Governing Law and Jurisdiction: This agreement is governed by the laws of Victoria, Australia, and both parties agree to submit to the jurisdiction of its courts for any disputes.

Modifications to Terms

• Amendment Procedure: Red IT Solutions reserves the right to modify the terms of this agreement with 30 days’ written notice to the Company. Continued use of the services after modifications signifies the Company’s acceptance of the new terms.