Terms of Use

Please read this document in its entirety. It outlines the terms of use for the Advisory Services (“services”) offered by Patchnet, Inc. (“Patchnet”). In this document, references to “You” pertain to the individual or individuals who have registered an account with Patchnet, purchased a service subscription, and use the services.

Governing Laws

This website and services and any disputes arising out of or related to it are governed by the laws of Miami-Dade County, Florida, USA, without regard to its conflict of laws principles.

User Eligibility.

The Web Sites should only be accessed and used by individuals who agree to be bound by these Terms of Use and who are at least 18 years of age. The Web Sites may be accessible worldwide; however, the Web Sites are intended for use only in the USA. If you access/use the Web Sites from outside the USA, you do so at your own risk and are responsible for complying with the laws and regulations of the territory from which you access/use the Web Sites.

Changes to Terms of Use.

Patchnet reserves the right, in its sole discretion, to revise, change, or modify these Terms of Use at any time. We will incorporate all material changes to these Terms of Use on this page. Notice of any change may be given in any manner we choose that complies with the law, including, but not limited to posting a notice of such changes on the Web Sites. We encourage you to review this page periodically for the most recent version of these Terms of Use. Your use of the Web Sites following notice of such changes shall be deemed to constitute acceptance by you of those changes to the Terms of Use.

Subscription
Your Patchnet subscription will continue and automatically renew until terminated. To use the Patchnet service you must have Internet access and a device which allows you to access our website and provide us with one or more Payment Methods. "Payment Method" means a current, valid, accepted method of payment, as may be updated from time to time and which may include payment through your account with a third party. You must cancel your membership before it renews in order to avoid billing of the membership fees for the next billing cycle to your Payment Method (see "Cancellation" below).

We may offer a number of subscription plans. Some subscriptions plans may have differing conditions and limitations, which will be disclosed at your sign-up or in other communications made available to you. You can find specific details regarding your subscription by visiting the Patchnet.net website and clicking on the "Account" link available at the top of the pages under your profile name.

Billing and Cancellation

Billing Cycle.
The subscription fee for the Patchnet service and any other charges you may incur in connection with your use of the service, such as taxes and possible transaction fees, will be charged to your Payment Method on the specific payment date indicated on the "Account" page. The length of your billing cycle will depend on the type of subscription that you choose when you signed up for the service. Subscription fees are fully earned upon payment. In some cases, your payment date may change, for example if your Payment Method has not successfully settled, when you change your subscription plan or if your paid subscription began on a day not contained in a given month. Visit the Patchnet.net website and click on the "My Subscriptions" link on the "Account" page to see your next payment date. We may authorize your Payment Method in anticipation of membership or service-related charges through various methods, including authorizing it up to approximately one month of service as soon as you register. If you signed up for Patchnet using your account with a third party as a Payment Method, you can find the billing information about your Patchnet membership by visiting your account with the applicable third party.

Payment Methods.
To use the Patchnet service you must provide one or more Payment Methods. You authorize us to charge any Payment Method associated to your account in case your primary Payment Method is declined or no longer available to us for payment of your subscription fee. You remain responsible for any uncollected amounts. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your account, we may suspend your access to the service until we have successfully charged a valid Payment Method. For some Payment Methods, the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your Payment Method. Check with your Payment Method service provider for details.

Updating your Payment Methods.
You can update your Payment Methods by going to the "Account" page. We may also update your Payment Methods using information provided by the payment service providers. Following any update, you authorize us to continue to charge the applicable Payment Method(s).

Pausing your Subscription

You can pause your Patchnet subscription at any time, and you will continue to have access to the Patchnet service through the end of your billing period. To Pause, go to the "Account" page on our Patchnet.net website and follow the instructions for pausing your subscription. Pausing your subscription will place your account into a hold status. Your account remains active although you cannot utilize any Patchnet services, and future billing cycles are suspended. You can still incur charges for any overage billing you incurred prior to pausing your account. You can un-pause your account anytime, and your billing cycle will resume based on when you un-pause your account.

Cancellation.
You can cancel your Patchnet subscription at any time, and you will continue to have access to the Patchnet service through the end of your billing period. To cancel, go to the "Account" page on our Patchnet.net website and follow the instructions for cancellation. If you cancel your membership, your account will automatically close at the end of your current billing period. To see when your account will close, click "Billing details" on the "Account" page.

Changes to the Price and Subscription Plans.
We may change our subscription plans and the price of our service from time to time; however, any price changes or changes to your subscription plans will apply no earlier than 30 days following notice to you. If you do not wish to accept the price change or change to your subscription plan, you can cancel your subscription before the change takes effect.

No Refunds.
Payments are nonrefundable and there are no refunds or credits for partially used subscription periods. Following any cancellation, however, you will continue to have access to the service through the end of your current billing period. At any time, and for any reason, we may provide a refund, discount, or other consideration to some or all of our members ("credits"). The amount and form of such credits, and the decision to provide them, are at our sole and absolute discretion. The provision of credits in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future, under any circumstance.

Overage Charges

Your subscription plan provides access to advisory services up to a specified maximum number of hours. You can opt to exceed that limit, and as such any advisory services provided in excess of your subscription plan will be billed as overage. Please refer to your plan for your overage rate. Any overage charges incurred will be applied to your next billing statement. We reserve the right to limit or restrict access to advisory services that exceed your plan’s allocated hours.

Unpaid Services:
Any amounts due to Patchnet that remain unpaid after the due date on your billing cycle may incur late fees, including interest penalties starting from the due date until paid in full.

Billing Discrepancies:
Should you believe there is a discrepancy in your bill, you must notify Patchnet going your “Account” page and following the instructions to dispute a bill or via email billing@patchnet.net within 30 days of receiving the bill. Failure to notify within this period constitutes acceptance of the bill as accurate.

Collection Efforts:
If we are unable to process your payment method on file, or any amount remains unpaid by the due date, Patchnet reserves the right to engage in collection efforts. This may include, but is not limited to, employing a collections agency, reporting to credit bureaus, or pursuing legal action. You agree to reimburse us for any costs or expenses incurred due to such collection efforts, including legal fees, to the extent allowed by law.

Advisory Service

Your subscription grants you access to the Advisory Service, which includes access to our advisors who will provide you with advice, recommendations, or solutions with regards to your Microsoft 365 tenant environment. Our Advisors and our services are available to you during regular business hours, Monday through Friday excluding holidays.

Discretion in Granting Access and Sharing Data:

You affirm that you have the authority to grant Patchnet access to your Microsoft 365 tenant and to share its information. By doing so, you acknowledge that this decision is solely at your discretion. Any information you provide to Patchnet, its advisors, third parties, agents, or independent contractors is shared at your own risk. Patchnet bears no responsibility for storing, retaining, or backing up shared information.

Remote Access or Screen Share Tools:
There may be situations where our Advisors can best assist you by using remote access tools, granting them full control over your computer. If you're uncomfortable with this, please decline the remote access option, and we'll support you in other ways. By granting this access, you accept all responsibilities related to the use of these tools. In case of any discrepancies between these Terms of Use and information provided elsewhere on our website or by our Advisors, these Terms of Use prevail.

We don’t provide compliance solutions.
You recognize that Patchnet and its advisors aren't specialists in data compliance, cybersecurity, or government regulations. All guidance and configurations given by Patchnet are based on general understanding and are offered in good faith. It's your responsibility to ensure any advice or configurations align with your specific compliance needs, whether internal or mandated by industry or government. Patchnet, along with its advisors, shareholders, employees, and agents, will not be held accountable for any non-compliance on your part.

Limitations of Patchnet Services:
Patchnet does not offer real-time monitoring of your Microsoft 365 tenant, emergency response to cybersecurity incidents, forensic investigations, virus/malware removal, locating or recovery of stolen devices, or disaster recovery of data or systems.

No Guarantee Against Threats:
You acknowledges that the services provided by Patchnet come with no guarantee against cybersecurity threats or incidents. While Patchnet and its advisors will endeavor to follow best practices related to data and online security, there is no assurance that such measures will be sufficient to prevent cybersecurity incidents.

Reliance on Third-Party Tools:
Patchnet relies on tools and systems provided by third-parties and specifically Microsoft Corporation. While Patchnet will make every effort to utilize these tools and systems effectively, Patchnet does not provide any guarantee or warranty regarding their performance or effectiveness.

Cybersecurity Waiver and Release of Liability:
Except in cases of gross negligence by Patchnet and its employees, you acknowledge that Patchnet isn't liable for any cybersecurity incidents, breaches, or vulnerabilities linked to the services offered. You further waive and release Patchnet, its shareholders, employees, agents, and independent contractors from any future claims or costs stemming from these incidents.

Confidential Information and Client Data

We respect your privacy and confidential information and data, we view any data that is not in the public domain, provided to us legally by a third party, or made public by you, as confidential. We will not disclose or share any confidential data with any third parties except as needed to provide our services to you, if we are legally compelled, or with explicit consent by you. All work products created in the process of providing our service to you, including notes, emails, documents, audio or video recordings, are confidential, and cannot be disclosed in the public domain without prior written approval of Patchnet.

Site Monitoring and Data Collection:
Patchnet may monitor user interactions with the site to enhance our services and ensure compliance with our terms of use. All data collection aligns with our Privacy Policy.

Prohibited Activities
You shall not access or use the Website for purposes other than those for which the Website is made available. Specifically, you are prohibited from repackaging, reselling, marketing, or offering any of Patchnet's services or content as if they were your own or under any brand or name other than Patchnet's without explicit written permission from Patchnet.

Furthermore, you agree to not to engage or support any of the following activities with respect to Patchnet services and this website:

· Retrieve data or content for the purposes of creating or compiling a database or directory, or to train machine learning systems or artificial intelligence.

· Circumvent, disable, or otherwise interfere with security-related features on the Website.

· Engage in unauthorized framing or linking of the Website.

· Interfere with, disrupt or create an undue burden on the Website or Patchnet’ s networks or servers.

· Use the Website in an effort to compete with Patchnet.

· use any robot, spider, scraper or other automated means to access the website and Patchnet service.

· Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Website.

· Bypass any measures on the Website designed to prevent or restrict access to the Website or any portion thereof.

· Delete the copyright or other rights notice from any Content.

· Copy or adapt the Website’s software.

· Upload or transmit, or attempt to do so, viruses, Trojan horses, or other material including anything that interferes with any party’s use of the Website or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operations or maintenance of the Website.

· Upload or transmit, or attempt to do so, any material that acts as a passive or active information collection or transmission mechanism.

· Trick, defraud or mislead Patchnet or another user.

· Harass, annoy, intimidate or threaten any of Patchnet’s employees, independent contractors or agents providing services through the Website.

· Disparage, tarnish or otherwise harm Patchnet.

· Use the Website in a manner inconsistent with any applicable laws, statutes or regulations.

We may terminate or restrict your use of our service if you violate these Terms of Use or are engaged in illegal or fraudulent use of the service.

External Links.

The Web Sites may provide links to other web sites or resources which are not maintained or controlled by Patchnet (collectively “Linked Sites”). Patchnet is neither responsible for, nor aware of, the content of those Linked Sites. The inclusion of any hyperlinks to Linked Sites does not imply approval of or endorsement by Patchnet of those Linked Sites, or content, products and services offered on those Linked Sites. Patchnet expressly disclaims any responsibility for the content, copyright compliance, accuracy of the information and/or the quality of the goods or services provided by or advertised on any Linked Sites, and in no event shall Patchnet be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused in connection with the use of or reliance on any content, goods or services available on any Linked Sites.

Passwords and Account Access.
You are responsible for any activity that occurs through the Patchnet account. By allowing others to access the account, you agree that such individuals are acting on your behalf and that you are bound by any services they use or changes that they may make to the account, including but not limited to changes to the subscription plan. You agree to provide and maintain accurate information relating to your account, including a valid email address so we can send you account related notices. We can terminate your account or place your account on hold in order to protect you, Patchnet or our partners from identity theft or other fraudulent activity. Patchnet is not obligated to credit or discount a membership for holds placed on the account by either a representative of Patchnet or by the automated processes of Patchnet.

Your Feedback, Comments, or Suggestions.
Patchnet is free to use any comments, information, ideas, concepts, reviews, or techniques or any other material contained in any communication you may send to us ("Feedback"), including responses to questionnaires or through postings to the Patchnet service, including our websites, our social media accounts and user interfaces, worldwide and in perpetuity without further compensation, acknowledgement or payment to you for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products and creating, modifying or improving the Patchnet service. In addition, you agree not to enforce any "moral rights" in and to the Feedback, to the extent permitted by applicable law.

Disclaimers of Warranties and Limitations on Liability
THE PATCHNET WEBSITE AND SERVICES AND ALL CONTENT AND SOFTWARE ASSOCIATED THEREWITH, OR ANY OTHER FEATURES OR FUNCTIONALITIES ASSOCIATED WITH THE PATCHNET SERVICE, ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. PATCHNET DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE PATCHNET SERVICE WILL BE UNINTERRUPTED, FREE FROM DEFECTS, OR ERRORS. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, IN NO EVENT SHALL PATCHNET, OR ITS SUBSIDIARIES OR ANY OF THEIR SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE (JOINTLY OR SEVERALLY) TO YOU FOR PERSONAL INJURY OR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER.

NOTHING IN THESE TERMS OF USE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU.

Indemnification
Indemnification. You agree to defend, indemnify and hold harmless Patchnet, its affiliates and subsidiaries, and all of their respective directors, officers, employees, shareholders, principals, agents, predecessors, successors and assigns from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including attorney’s fees and litigation expenses) relating to or arising from your use of the Web Site or Services, any breach by you of these Terms of Use, your negligent or intentional acts, errors or omissions in regard to the subject matter of these Terms of Use, or your failure to comply with applicable laws in your use of the Web Sites.

Modification
Patchnet reserves the right to change, alter, modify, amend or remove anything or any content on the Website for any reason at its sole discretion. Patchnet reserves the right to modify or discontinue all or part of the Website without notice and without liability to you.

Opt-in to Communications

By using our website or services, you may opt-in to receive communications, updates, newsletters, offers, and other promotional materials from us. You can opt-out of these communications at any time by following the unsubscribe link in our emails or through their account settings.

Taxes

Prices listed on our website do not include taxes. Any applicable taxes will be added to the total amount during checkout or invoicing. It is your responsibility to pay any local, state, or federal taxes applicable to their purchase or subscription.

Term of Agreement

This agreement will remain in effect as long as you maintain an active subscription with us. Upon the termination or cancellation of the subscription, this agreement will no longer be binding, except for the confidential data clause, limitation of liability, and indemnification clause that by their nature should remain in effect post-termination.

Independent Contractors

You agree that Patchnet’s relationship with you is that of an independent contractor. Nothing in this agreement creates a partnership, joint venture, agency, or employment relationship between us.

Assignment

You may not assign or transfer their rights or obligations under this agreement without our prior written consent. We reserve the right to assign this agreement or any rights under it to any third party without your consent.

Communication Preferences.
We will send you information relating to your account (e.g., payment authorizations, invoices, changes in password or Payment Method, confirmation messages, notices) in electronic form only, for example via emails to your email address provided during registration. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

Arbitration Agreement
You and Patchnet agree that any dispute, claim or controversy arising out of or relating in any way to the Patchnet service, these Terms of Use and this Arbitration Agreement, shall be determined by binding arbitration or in small claims court. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award and nothing in this Arbitration Agreement shall be interpreted as limiting any non-waivable statutory rights. You agree that, by agreeing to these Terms of Use, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and Patchnet are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement and the termination of your Patchnet membership.

If you elect to seek arbitration or file a small claim court action, you must first send to Patchnet, by certified mail, a written Notice of your claim ("Notice"). The Notice to Patchnet must be addressed to: Patchnet, Inc., 8950 SW 74th Ct Suite 2201 A26 Miami, FL 33156 ("Notice Address"). If Patchnet initiates arbitration, it will send a written Notice to the email address used for your membership account. A Notice, whether sent by you or by Patchnet, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If Patchnet and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Patchnet may commence an arbitration proceeding or file a claim in small claims court.

The arbitration will be governed by the Rules (the "AAA Rules") of the American Arbitration Association ("AAA"), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, or by writing to the Notice Address. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration agreement. Unless Patchnet and you agree otherwise, any arbitration hearings will take place in Miami-Dade County, Florida, USA. The arbitrator's award shall be final and binding on all parties, except (1) for judicial review expressly permitted by law or (2) if the arbitrator's award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator's application or conclusions of law.

YOU AND PATCHNET AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and PATCHNET agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.

Copyrights.
All Site design, text, graphics, the selection, and arrangement thereof, Copyright ©, Patchnet, Inc. ALL RIGHTS RESERVED.

Survival.
If any provision or provisions of these Terms of Use shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall remain in full force and effect.