Digital NinjaZ, Inc. Standard Terms & Conditions

These Standard Terms & Conditions (“Terms”) apply to all products and services provided by Digital NinjaZ, Inc. (“Digital NinjaZ,” “DNZ,” “we,” “us,” or “our”), including but not limited to IT services, managed services, networking, cybersecurity, hardware and software, cloud services, CCTV/video surveillance, website design and development, SEO, digital marketing, consulting, installation, and related technology services.   

These Terms supplement any applicable quote, proposal, work order, service agreement, invoice, statement of work, warranty certificate, or other written agreement between DNZ and the customer. If a separately signed agreement expressly conflicts with these Terms, the separately signed agreement will control with respect to that conflict.

The customer accepts these Terms by signing or approving a quote or proposal, paying a deposit or invoice, authorizing DNZ to purchase equipment, requesting or authorizing work to begin, or otherwise accepting products or services from DNZ.

Electronic approvals, email approvals, text-message approvals, signed documents, and other written authorizations may be relied upon by DNZ as customer authorization. 

Unless otherwise stated, quotes are valid for 30 days from the issue date. 

Equipment, software, licensing, subscriptions, freight, tariffs, shipping, taxes, manufacturer charges, distributor charges, and third-party pricing are subject to change before an order is placed. Quoted equipment is subject to availability. If a product becomes unavailable, discontinued, delayed, or materially changes in price, DNZ may recommend a reasonably comparable replacement. Any material price difference will be communicated before substitution. Typographical, clerical, calculation, or obvious pricing errors may be corrected before fulfillment.

DNZ’s responsibility is limited to the products and services specifically identified in the applicable quote, proposal, service agreement, work order, or statement of work. Unless expressly included, a project does not include additional troubleshooting, configuration, training, device installation, data migration, software setup, cabling, electrical work, construction, painting, patching, conduit, permits, ISP work, third-party vendor coordination, or modifications requested after the original scope is approved. Requests outside the approved scope constitute additional work and may result in additional charges.

 Additional work is billed at DNZ’s then-current applicable service rates unless a different rate is stated in writing.

Remote services may be billed in 15-minute increments. Onsite, after-hours, emergency, travel, minimum-service, project, and specialty labor rates may differ.

Time spent diagnosing problems, communicating with third-party vendors, obtaining credentials, dealing with inaccessible systems, researching compatibility problems, restoring customer-created changes, waiting for required customer or vendor participation, or resolving conditions outside DNZ’s control may be billable.

Customer-requested changes, unforeseen site conditions, equipment incompatibility, incorrect customer-provided information, third-party deficiencies, or other conditions discovered after work begins may require modification of the scope or price. DNZ will obtain customer authorization for material additional charges whenever reasonably practical before performing the additional work. Minor additions may be authorized through email, text message, work-order approval, or other written authorization and do not necessarily require a separate formal contract.

Unless a quote, proposal, contract, or separate warranty certificate expressly provides a different warranty period, DNZ warrants workmanship for general IT, computer repair, troubleshooting, configuration, and related service work for 14 days from completion.

This warranty covers only issues directly attributable to DNZ workmanship.

It does not cover:

• New or unrelated problems
• Malware or viruses
• Software changes
• Operating-system updates
• Internet activity
• Customer actions
• Third-party changes
• Equipment failure
• Manufacturer defects
• ISP issues
• Environmental conditions
• Pre-existing conditions
• Other causes outside DNZ’s reasonable control

If DNZ determines that an issue is covered by the workmanship warranty, DNZ will correct the covered workmanship without additional labor charge.

If the issue is not covered, applicable diagnostic and service charges may apply.

New equipment supplied by DNZ is subject to the manufacturer’s applicable warranty, if any.

Warranty duration, coverage, exclusions, purchase-channel requirements, registration requirements, replacement procedures, and eligibility vary by manufacturer and product.

The manufacturer—not DNZ—determines whether a product qualifies for coverage under a manufacturer’s warranty.

DNZ does not independently guarantee that any product carries a specific manufacturer warranty period unless expressly stated in writing.

Manufacturer warranty replacement generally does not include DNZ labor associated with:

• Diagnosis or troubleshooting
• Removal of failed equipment
• Shipping or handling
• Return processing
• Installation of replacement equipment
• Programming or configuration
• Alignment or adjustment
• Travel
• Onsite service
• Post-replacement testing

Such services may be billed separately unless expressly included in a DNZ agreement or warranty.

DNZ will reasonably assist customers with warranty claims for equipment purchased through DNZ when permitted by the manufacturer.

Replacement products may be new, refurbished, recertified, or otherwise provided according to the manufacturer’s warranty policy.

  Unless expressly stated otherwise, DNZ warranties do not cover:

· Normal wear and tear

· Cosmetic damage

· Abuse, misuse, neglect, or accidental damage

· Improper maintenance

· Unauthorized modifications

· Work performed by another vendor

· Power surges, brownouts, electrical problems, or inadequate grounding

· Lightning, fire, water, flood, hurricanes, storms, or other environmental events

· Excessive heat, moisture, dust, insects, rodents, corrosion, or contamination

· Theft, vandalism, or physical damage

· Internet or utility outages

· Software or firmware defects

· Manufacturer defects

· Customer-created configuration changes

· Conditions outside DNZ’s reasonable control

Equipment, software, cabling, accessories, components, or materials supplied by the customer or another vendor are not warranted by DNZ.

DNZ does not guarantee the compatibility, reliability, suitability, authenticity, remaining life, performance, or manufacturer-warranty eligibility of customer-supplied products. Time required to diagnose, integrate, configure, repair, remove, replace, or work around customer-supplied equipment is billable unless otherwise agreed.

Software licenses, activated products, registered products, customized equipment, configured equipment, special-order products, opened products, clearance products, and certain electronic products may be non-returnable. Approved returns are subject to the applicable manufacturer or distributor return policy and may include restocking fees, shipping charges, handling fees, or other costs. Refurbished and used products are sold under the warranty and return terms specifically stated at the time of sale.

Software, cloud services, security products, backup services, Microsoft 365 services, domains, hosting, SSL certificates, subscriptions, cellular services, vendor support plans, and similar products may be governed by separate third-party terms.

Activated, registered, provisioned, or assigned licenses and subscriptions are generally non-refundable unless the applicable vendor permits cancellation or refund.

Third-party providers may modify prices, features, functionality, licensing requirements, or service availability without DNZ’s control.

Future renewal pricing is not guaranteed.

Managed services apply only to devices, users, locations, applications, and services specifically covered by an active service agreement.

A managed-services relationship does not mean that every technology-related issue or service is automatically included.

Projects, major upgrades, migrations, new equipment installations, major remediation, cabling, after-hours work, third-party projects, cybersecurity incidents, disaster recovery, data recovery, and other services may be separately billable depending upon the customer’s agreement.

Where a Managed Services Agreement conflicts with these Terms, the applicable Managed Services Agreement controls.

DNZ may provide antivirus, endpoint protection, firewall management, security configuration, multifactor authentication, monitoring, backup, cybersecurity consulting, or similar services. No cybersecurity product, configuration, service, or provider can eliminate all risk.

DNZ does not guarantee that a customer will never experience malware, ransomware, phishing, unauthorized access, data theft, compromise, security vulnerability, business-email compromise, cyberattack, or other cybersecurity incident. Customers remain responsible for maintaining reasonable security practices, including protecting passwords, controlling employee access, following security recommendations, and promptly reporting suspected security incidents.

Unless backup services are specifically included in an applicable agreement, customers are responsible for maintaining current and independently verified backups of important data.

Before repairs, upgrades, migrations, replacements, operating-system changes, storage work, or other significant technical services, customers should verify that important data has been backed up.

DNZ is not responsible for pre-existing data loss, corrupted data, failed storage devices, malware-related data loss, unsuccessful backups, or data loss caused by circumstances outside DNZ’s reasonable control.

No backup system is infallible. Customers using DNZ backup services should periodically verify that their backup and retention requirements continue to meet their business needs.

Wireless and network performance may be affected by:

• Building construction
• Walls and structural materials
• Radio interference
• Neighboring wireless networks
• Distance from access points
• Connected-device capabilities
• Number of connected users
• Customer equipment
• Internet-provider performance
• Environmental changes
• Firmware or software changes

Coverage estimates are estimates and are not guarantees of a specific speed, signal strength, or performance level at every location.

Internet throughput is ultimately limited by the customer’s Internet connection and Internet Service Provider.

Cabling and installation pricing assumes normal site conditions and reasonable access unless otherwise stated.

Additional charges may apply for:

• Hidden obstructions
• Concrete or masonry
• Firewalls or fire-rated penetrations
• Difficult attic or crawlspace access
• High ceilings
• Lift requirements
• Conduit
• Trenching
• Hazardous conditions
• Damaged existing wiring
• Unidentified or improperly labeled wiring
• Structural barriers
• Conditions not reasonably visible before installation

Unless specifically included, electrical work, drywall repair, painting, construction, engineering, permitting, structural modifications, trenching, and conduit work are excluded.

DNZ warrants cabling installation workmanship performed by DNZ for one (1) year from substantial completion.

This warranty covers defects directly attributable to DNZ’s installation workmanship, including improper:

• Termination
• Fastening
• Routing
• Connection
• Installation of cabling installed by DNZ

This warranty does not cover damage or failure caused by conditions outside DNZ’s reasonable control, including Acts of God or force majeure events, such as:

• Lightning
• Hurricanes
• Tropical storms
• Flooding
• Fire
• Severe weather
• Power surges
• Water intrusion
• Extreme temperatures
• Rodents
• Insects
• Structural movement
• Construction activity
• Vandalism
• Accidental damage
• Customer modifications
• Third-party modifications
• Equipment failure
• Any other external condition outside DNZ’s reasonable control

Cabling, connectors, patch panels, conduit, or related materials supplied or installed by the customer or another vendor are not covered by DNZ’s cabling workmanship warranty.

DNZ is not responsible for cabling, electrical work, Internet service, construction, equipment, software, or other services provided by another contractor or vendor.

DNZ does not warrant another vendor’s workmanship or guarantee that work performed by another vendor will meet DNZ equipment requirements.

Additional DNZ labor required because of incomplete, defective, improperly terminated, incorrectly labeled, incompatible, delayed, or otherwise unsuitable third-party work will be billable.

CCTV equipment may include cameras, NVRs, DVRs, network switches, storage devices, hard drives, mounts, power supplies, wireless equipment, monitors, accessories, and related components.

CCTV hardware supplied by DNZ is covered by the applicable manufacturer’s warranty, if any.

Warranty duration and coverage vary by manufacturer and model.

Manufacturer warranty coverage of a defective camera, recorder, hard drive, switch, or other component does not automatically include DNZ labor to:

• Diagnose
• Remove
• Return
• Replace
• Reinstall
• Reprogram
• Realign
• Reconnect
• Configure
• Test

Unless expressly covered under a separate DNZ warranty or service agreement, such labor may be billed at DNZ’s applicable service rates.

Storage drives and other components subject to mechanical wear may carry different warranty periods from the primary CCTV equipment.

Customer-supplied CCTV equipment is not warranted by DNZ.

Unless a project-specific agreement or warranty states otherwise, CCTV installation workmanship is covered by DNZ’s standard workmanship warranty.

Installation warranty covers defects directly attributable to DNZ installation workmanship.

It does not cover failures caused by:

• Camera or equipment defects
• Existing cabling
• Cabling installed by another vendor
• Building movement or structural changes
• Water intrusion not caused by DNZ
• Lightning or electrical events
• Customer adjustments
• Third-party changes
• Network changes
• ISP changes
• Physical damage
• Vandalism
• Weather or environmental conditions
• Manufacturer firmware or software
• Later obstructions to a camera’s view

Additional visits required for conditions unrelated to DNZ workmanship are billable.

DNZ will position cameras based upon the approved scope, customer requests, site conditions, and the capabilities of the selected equipment.

The customer should review camera views upon installation and promptly request any desired adjustments.

Camera placement does not guarantee that every person, object, event, face, vehicle, or license plate will be visible or identifiable.

Changing camera locations or fields of view after acceptance may constitute additional work.

 Recorded and live video quality may vary based upon:

• Lighting
• Darkness
• Glare
• Backlighting
• Weather
• Distance
• Camera resolution
• Lens selection
• Camera angle
• Motion
• Compression
• Network conditions
• Recording configuration
• Obstructions
• Equipment limitations

Statements regarding resolution, night vision, facial detail, license-plate visibility, or other image characteristics describe equipment capabilities and do not constitute a guarantee that every event will produce identifiable evidence.

Any stated number of recording days is an estimate unless expressly guaranteed in writing.

Actual retention may vary based upon:

• Number of cameras
• Resolution
• Frame rate
• Bitrate
• Video compression
• Motion activity
• Continuous versus event recording
• Audio recording
• Storage capacity
• Hard-drive condition
• Firmware
• System configuration
• Changes made after installation

Adding cameras or increasing recording quality may reduce retention.

The customer is responsible for informing DNZ of specific legal, insurance, regulatory, or business retention requirements before system design.

Customers should periodically verify that the system is recording and retaining footage as expected.

Video surveillance equipment is intended to assist with monitoring, documentation, and deterrence.

DNZ does not guarantee that a CCTV system will prevent or detect:

• Crime
• Theft
• Burglary
• Vandalism
• Assault
• Trespassing
• Employee misconduct
• Property damage
• Injury
• Unauthorized access
• Other events

DNZ does not guarantee that an incident will be recorded or that recorded footage will be sufficient for identification, prosecution, insurance claims, or other purposes.

CCTV equipment is not a substitute for appropriate physical security, alarm systems, access control, personnel, procedures, or law-enforcement services.

Remote viewing depends upon third-party services, Internet connectivity, mobile applications, cloud platforms, network configuration, customer devices, and manufacturer infrastructure.

DNZ does not guarantee uninterrupted remote access.

Remote viewing may become unavailable because of:

• Internet outages
• ISP changes
• Router replacement
• Password changes
• Cloud outages
• Manufacturer service changes
• Mobile operating-system changes
• Application changes
• Firewall changes
• Account changes
• Equipment failure

Restoring remote access after third-party or customer changes may be billable.

Customers are responsible for maintaining access to surveillance-system usernames, passwords, email accounts, authentication methods, and manufacturer/cloud accounts.

DNZ may assist with initial configuration but cannot guarantee recovery of accounts controlled by third parties.

Subscription-based CCTV features, cloud storage, cellular service, analytics, artificial intelligence features, and remote-access services may require ongoing third-party fees.

The customer is responsible for determining where cameras may legally be installed and how surveillance equipment may legally be used.

The customer is responsible for compliance with applicable laws and regulations concerning:

• Video surveillance
• Audio recording
• Employee monitoring
• Customer or visitor monitoring
• Required signage or notices
• Privacy
• Facial recognition
• License-plate recognition
• Recording retention
• Disclosure of recordings

DNZ does not provide legal advice regarding surveillance or privacy law.

Customers should obtain legal advice before enabling audio recording or deploying surveillance in locations where individuals may have an expectation of privacy.

Unless maintenance or monitoring is specifically included in an active agreement, the customer is responsible for periodically verifying:

• Cameras remain properly positioned
• Lenses are clean and unobstructed
• Recordings are occurring
• System date and time are correct
• Hard drives remain operational
• Remote access remains functional
• Storage retention remains adequate

Routine maintenance, cleaning, realignment, firmware upgrades, password assistance, configuration changes, and system health checks may be billable.

Website development, SEO, paid advertising, digital marketing, hosting, content, social media, analytics, and related services may be subject to separate project-specific terms, scopes of work, payment terms, performance disclaimers, campaign conditions, or service agreements.

Where those project-specific terms conflict with these Standard Terms & Conditions, the applicable project-specific agreement will control.

Unless expressly guaranteed in writing, DNZ does not guarantee:

· Search-engine rankings

· Website traffic

· Lead volume

· Advertising performance

· Conversions

· Sales

· Revenue

· Any specific marketing result

Search engines, advertising platforms, social-media platforms, hosting providers, domain registrars, and other third-party platforms may change algorithms, policies, pricing, features, approval requirements, or account status without DNZ’s control.

DNZ may configure or support products and services provided by Microsoft, Google, Internet Service Providers, manufacturers, cloud providers, telecommunications carriers, software companies, hosting companies, and other third parties.

DNZ is not responsible for third-party:

· Outages

· Service interruptions

· Pricing changes

· Product discontinuations

· Data loss

· Security incidents

· Policy changes

· Feature changes

· Compatibility changes

· Account suspensions

· Performance failures

Third-party services remain subject to the provider’s own terms.

The customer is responsible for providing DNZ with reasonable and timely access to:

• The premises
• Equipment
• Network closets
• Administrative credentials
• Passwords
• Internet service
• Electrical power
• Authorized customer personnel
• Third-party vendors when required

The customer is responsible for obtaining landlord, property-owner, association, governmental, regulatory, or other approvals that may be required unless DNZ expressly agrees in writing to obtain them.

Additional visits or labor caused by unavailable access, missing credentials, unavailable customer representatives, incomplete third-party work, or site conditions outside DNZ’s control may be billable.

Customers should maintain ownership and control of critical business accounts and credentials.

DNZ may retain administrative credentials when necessary to provide contracted services, but customers remain responsible for identifying authorized users and promptly notifying DNZ of personnel or access changes.

DNZ is not responsible for unauthorized access caused by credentials disclosed, reused, compromised, or improperly handled by the customer or its personnel.

Deposits, prepayments, and payment schedules are governed by the applicable quote or agreement.

DNZ may require payment before ordering equipment, licensing, subscriptions, special-order items, or other third-party products.

DNZ is not obligated to finance equipment purchases or place orders before required payment has been received.