Personal Computer Use Agreement

PERSONAL COMPUTER USE AGREEMENT

This Personal Computer Use Agreement (the Agreement) is entered into between the parties set forth below as of the Effective Date. Client Name:

Provider Name: Effective Date:

RECITALS

WHEREAS, Provider is in the business of supplying, configuring, maintaining, and supporting personal computer hardware and related software; and

WHEREAS, Client desires to obtain use of personal computer equipment and related services under the terms and conditions set forth herein; and

WHEREAS, the parties intend that this Agreement will govern the permitted uses, responsibilities, payment terms, confidentiality, and termination of computer use and associated services.

SCOPE OF SERVICES

Provider shall supply and manage personal computer use as described below. Equipment and software supplied remain the property of the Provider unless otherwise agreed in writing. Client shall use the equipment only for authorized business or personal activities consistent with this Agreement.

USER RESPONSIBILITIES AND ACCEPTABLE USE

Client shall use the personal computer and any network access in a lawful manner, maintain appropriate safeguards against unauthorized access, and follow Provider's reasonable security policies. Prohibited activities include: unauthorized distribution of copyrighted material, introduction of malware, circumventing security measures, and using the equipment to commit unlawful acts.

SOFTWARE, INSTALLATION, AND ADMINISTRATIVE ACCESS

Client shall not install or remove software that interferes with Provider-managed security, monitoring, or licensing. Provider may retain administrative access to perform maintenance, security updates, remote support, and monitoring to ensure compliance with this Agreement.

DATA, BACKUP, AND CONFIDENTIALITY

Client is responsible for maintaining backups of Client data. Provider may, at its discretion and where specified in the scope, perform backups but is not liable for loss of Client data except to the extent expressly provided in this Agreement.

CONFIDENTIALITY: Each party agrees to hold in confidence and not disclose Confidential Information received from the other party. "Confidential Information" means non-public business, technical, or personal information designated as confidential or that reasonably should be understood to be confidential. Confidential Information does not include information that is or becomes public through no breach, is known prior to disclosure, or is independently developed. The receiving party shall use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but no less than reasonable care.

PAYMENT TERMS

In consideration for the services and use of equipment, Client shall pay Provider as set forth below.

All payments are non-refundable except as expressly provided in this Agreement. Client shall be responsible for reasonable costs of collection, including attorneys' fees, if payments are not made as agreed.

TERM AND TERMINATION

Term: This Agreement commences on Start Date: and continues until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon written notice to the other party at least days prior to the effective date of termination. Either party may terminate immediately for material breach that remains uncured for 30 days after written notice, or immediately for severe security or safety incidents.

RETURN OF EQUIPMENT; POST-TERMINATION

Upon termination or expiration, Client shall promptly return Provider-owned equipment in substantially the same condition, reasonable wear and tear excepted. Client shall be responsible for reasonable repair or replacement costs for damage beyond normal wear and tear.

LIMITATION OF LIABILITY AND INDEMNIFICATION

Except for willful misconduct or gross negligence, neither party shall be liable for incidental, consequential, punitive, or special damages arising from this Agreement. Provider's aggregate liability shall be limited to direct damages not to exceed the total fees paid by Client to Provider under this Agreement in the prior twelve (12) months. Client shall indemnify, defend, and hold Provider harmless from claims arising from Client's misuse, negligence, or breach of this Agreement.

MONITORING AND PRIVACY

Client acknowledges that Provider may monitor system performance, security logs, and network traffic for the purposes of maintenance, compliance, and security. Such monitoring will be conducted in a manner reasonably designed to protect privacy while allowing Provider to perform necessary services.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction indicated below, without regard to conflict of laws principles.

ENTIRE AGREEMENT; AMENDMENTS

This Agreement, together with any attachments and the scope of services, constitutes the entire agreement between the parties and supersedes all prior agreements and understandings relating to the subject matter. Any amendment must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Notices required under this Agreement shall be in writing and delivered to the addresses supplied below.

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