In this Agreement, references to “Digital Hub” and first-person references such as “we”, “our”, “us”, and similar refer to Eightrack Media Inc. operating as Digital Hub—the service provider. Second-person references such as “you”, “your”, and similar refer to you—the client. References to “each party” and similar refer to both parties. The purpose of this Agreement is to explain the terms and conditions under which we will provide our services to you. You expressly agree that your retention of us to perform our services on your behalf constitutes consent to the terms and conditions outlined here.
Definition of Services
Digital Hub offers remote and on-site business workflow consulting as well as technical support and training services in relation to Apple, Daylite, Lightspeed, Shopify, and Vend software platforms and relevant hardware. This includes Apple hardware (iMacs, Mac minis, MacBooks, iPads) and may also include networking hardware (routers, WiFi access points, cabling) and point-of-sale hardware (barcode scanners, cash drawers, receipt printers). Pursuant to this Agreement, we will provide these services to you at your request. (They will be referred to hereafter as simply our “Services”).
Implementation of Services
Digital Hub will provide estimates of how long projects and individual tasks will take; however, you understand that there are many variables involved in rendering our Services, and that the estimates we provide are not binding or otherwise guaranteed in any way. You agree that you have no expectation that we will spend any specific amount of time on tasks for you except as deemed necessary by the nature of the tasks. You also agree that you do not expect that we will perform any task in any specific manner, or that we will be required to hire any particular person in order to accomplish any task. You agree to designate one or more individuals who have the authority to assign us tasks, and you agree that our fees for such tasks will be paid. You may direct us to stop work at any time or at a future time that you specify, and we will discontinue further work as directed. However, regardless of whether any tasks remain incomplete at the expiration of that time, you understand that you remain obligated to pay for our actual time worked and any expenses incurred as of the date that our Services are terminated. Additionally, you acknowledge that directing us to discontinue performance of our on-site Services does not relieve you of your obligation to pay for the minimum number of hours, as described in the “Minimum On-Site Appointment Lengths” section of this Agreement.
Relationship of the Parties
Digital Hub is an independent contractor, not an employee of you or any company affiliated with you. We shall provide our Services under your general direction, but we shall determine, in our sole discretion, the manner and means by which our Services are accomplished. Neither we, nor the work, product, or deliverables we prepare shall be deemed a work for hire as that term is defined under copyright law. The parties expressly acknowledge that this Agreement does not create an exclusive relationship between the parties. You are free to engage others to perform Services of the same or similar nature to those provided by us, and we shall be entitled to offer and provide our Services to others, solicit other clients, and otherwise advertise the Services we offer.
Project-Based Service Fees
For project-based services, Digital Hub will provide a preliminary consultation at no cost in order to discuss the scope, timeline, budget, and feasibility of the project based on the information you provide. Upon completion of the preliminary consultation, we will provide you with a proposal outlining the agreed upon scope of the project, the timeline for completion, a description of the Services to be provided, and the fees associated with the project. Unlike our time-based Services, our project-based Services will be billed as a single fee based on the proposal. This fee is due upon your acceptance of the proposal, and work will not begin until the fee is paid in full. Once you have accepted and signed the proposal, any further changes or additions will be considered out of the scope of the current project and be billed according to the “Time-Based Services and Fees” section of this agreement. A project may be terminated at any time by either party effective immediately upon notice, or the mutual agreement of the parties and, in the event of termination, we shall evaluate the Services performed through the date of termination and issue a partial refund based on any work deemed incomplete.
Time-Based Service Fees
Digital Hub provides remote and on-site Services at a rate of $200 per hour, and our on-site Services are subject to the minimum appointment lengths outlined in the “Minimum On-Site Appointment Lengths” section of this Agreement. Beyond the minimum appointment length, on-site support is billed in 30-minute increments. Remote support is billed in 6-minute increments, beginning with the initiation of a phone call, email, or remote control session. In addition to time actually spent at your location, you agree to compensate us for any time that our representatives are actively working on tasks for you including, without restriction, programming, analysis, travel time (if applicable), and any other time we spend on your behalf. We require that you provide at least 24 hours advanced notice in order to cancel any appointments. Failure to provide us with such notice will result in a charge for the minimum length of the appointment, as described in the “Minimum On-Site Appointment Lengths” section of this Agreement.
Minimum On-Site Appointment Lengths
Digital Hub provides the Services outlined in the “Time-Based Service Fees” section of this agreement in conjunction with minimum appointment lengths. You agree that even if Services are provided for a shorter time than the minimum appointment length, you will pay for the minimum number of hours in their entirety. Within the city of Toronto, Ontario, the minimum on-site appointment length is one hour. For clients outside the city of Toronto, minimum appointment lengths—as well as travel expenses—will be addressed on a case-by-case basis, and will vary depending on the location in which the Services are provided. Any minimum appointment length will be discussed with you beforehand, and outlined in our preliminary quote/estimate.
Digital Hub guarantees the Services performed by its representatives. You agree to advise us within five business days should there be a problem with workmanship. If you bring an issue related to the work performed to our attention within the five-day period, and we verify that the problem was due to work performed by us, then at our discretion the problem will be remedied at no additional expense. If, however, we find that the problem was not a result of our previous work, you will be billed for the additional time, unless you instruct us not to perform the additional work in advance of such performance.
Hardware and Software
Digital Hub requires a 100% deposit for all hardware and software purchases. All sales are final. At our discretion, we may accept returns of unopened hardware products in their original packaging to be issued as credit on your account. These returns would be subject to a restocking fee. Digital Hub will replace any defective third-party hardware within the first 15 days of purchase. Beyond this 15-day period, you will be responsible for contacting the hardware manufacturer and submitting a warranty claim or requesting a return authorization.
All invoices are due upon receipt; Digital Hub does not extend payment terms. Failure to make payment within 30 days will result in an interest charge of 10% per month on all unpaid amounts. Failure to make payment within 90 days will result in the account being forwarded to a collection agency. You agree that we reserve the right to cancel or postpone future appointments if your account has an outstanding balance. You agree that you will pay any and all taxes, except income taxes, imposed or assessed as a result of the Services we perform on your behalf including, but not limited to, sales or use taxes. We will provide paid invoices for all business transactions.
Security and Payment Processing
Digital Hub accepts Visa, MasterCard, and American Express payments using Stripe payment processing (www.stripe.com) via a secure online payment form. After your billing information is collected using the secure form, it is passed directly to Stripe using industry-standard SSL encryption. Your billing information is then stored by Stripe to facilitate the processing of future transactions. Unless you provide it to us directly, your credit card number is not made visible to us at any point during the initial payment or any subsequent payments. If your billing information has been collected previously—and a new invoice is issued—the stored credit card will be charged for the total amount due. In the event that the stored credit card credentials are no longer valid, we will contact you and request submission of up-to-date billing information.
Hours of Operation
Digital Hub’s hours of operation are between 9:00AM EST and 5:00PM EST, Monday to Friday. At our discretion, we may provide after-hours and/or weekend Services at a rate of 1.5 times our normal hourly rate. During our hours of operation, we will respond to all email and phone inquiries within 48 hours. In the event that we are closed during normal hours of operation, you will be provided with details via our phone and/or email messaging systems. We will reply to all phone or email inquiries when we return in the order that they are received.
Digital Hub does not make backups of customer data unless specifically requested and compensated. Should you request a backup of data, but fail to follow any subsequent procedure we recommend, then we assume no responsibility for the backup and/or data loss and/or corruption of data. You acknowledge that if you have no backup of your data, a primary or storage device failure could result in complete data loss. In the event that you request our assistance to restore data from a backup, you agree to pay any labour costs associated with the data restoration process.
Digital Hub uses a software application called TeamViewer (www.teamviewer.com) to remotely access our clients’ computers for support purposes. If remote access is required, we will provide you with a download link for the installer from TeamViewer’s website, as well as directions on how to complete the installation. You understand that during a remote support session, we can control your computer remotely and access any files necessary to assist you. We will implement remote support via TeamViewer in one of two ways: Session-based support begins when you provide us with a unique password which is automatically generated when the session begins. This allows us one-time access to your computer and, upon completion, the session is immediately terminated. Unattended support gives us access to your server at any time, allowing us to address issues more efficiently. You understand that we will only set up unattended support with your permission.
Each party agrees that information identified by the other party is confidential and shall not be revealed to any other person or entity—except as strictly necessary in the course of the Services performed—and that other parties to which the information is to be revealed shall similarly agree to hold the information confidential before such revelation. Information which is in the public domain or which is independently developed or which was already known by either party, provided that the source of such information was not bound by an obligation of confidentiality regarding such information, shall not be considered confidential.