Terms of Service

Last Updated: February 2026

1. Acceptance of Terms

By accessing the website at itprofessionalz.com ("Website") or engaging IT Professionalz ("Company," "we," "us," or "our") for services, you ("Client," "User," or "you") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access our services.

2. Services Provided

IT Professionalz provides Managed IT Services, Cybersecurity Solutions, Cloud Architecture, Software Development, and Digital Marketing services. Specific deliverables, timelines, and service level agreements (SLAs) for paid projects will be outlined in a separate Statement of Work (SOW) or Master Services Agreement (MSA) signed by both parties. In the event of a conflict between these Terms and an SOW/MSA, the SOW/MSA shall control.

3. Use of Services & Prohibited Conduct

You agree to use our services only for lawful purposes. You are prohibited from:

Using our infrastructure to distribute malware, spam, or illegal content.
Attempting to breach the security of our systems or those of our other clients.
Reverse-engineering any proprietary software provided by the Company.

4. Intellectual Property (IP) Rights

Company IP: All pre-existing software, code libraries, methodologies, and branding materials owned by IT Professionalz remain our sole property.
Client IP: Any data, branding, or content you provide to us remains your property.
Work Product: Upon full payment of fees, IT Professionalz grants the Client a perpetual, non-exclusive, non-transferable license to use the custom software or deliverables created specifically for the Client, unless otherwise specified in an SOW (e.g., "Work for Hire").

5. Payment & Invoicing

Fees: Fees for services are set forth in the applicable SOW or quotation.
Terms: Unless otherwise agreed, invoices are due within 30 days of receipt (Net 30).
Late Payments: We reserve the right to suspend services for accounts that are more than 30 days overdue. Late payments may accrue interest at the rate of 1.5% per month or the maximum legal rate.

6. Confidentiality

Both parties agree to keep confidential all non-public information disclosed during the engagement ("Confidential Information"). This includes business strategies, code, customer lists, and security configurations. This obligation survives the termination of these Terms.

7. Limitation of Liability

To the maximum extent permitted by law:

No Consequential Damages: IT Professionalz shall not be liable for any indirect, incidental, special, or consequential damages (including lost profits or data) arising from the use of our services.
Liability Cap: Our total liability for any claim arising out of these Terms shall not exceed the total amount paid by you to us in the six (6) months preceding the event giving rise to the claim.

8. Warranties & Disclaimers

We provide our services "as is" and "as available." While we strive for industry-leading uptime and code quality, we do not warrant that our services will be error-free or uninterrupted. We disclaim all implied warranties of merchantability and fitness for a particular purpose.

9. Termination

For Convenience: Either party may terminate ongoing managed services with 30 days' written notice, subject to any fixed-term contracts in place.
For Cause: We may terminate your access immediately if you violate these Terms or fail to pay fees.

10. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada (or your specific jurisdiction), without regard to its conflict of law provisions.

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