Terms And Conditions

The following Terms and Conditions apply to all services provided by Peralta IT Solutions, LLC (“Company” or “Peralta IT Solutions”) to any client (“Client”), whether the services are one-time (e.g., a single project or repair) or recurring (e.g., ongoing managed IT support). By requesting services, accepting an invoice/quote, or making payment (in part or in full) to the Company, the Client acknowledges and agrees to these Terms and Conditions. These Terms constitute the entire agreement between the Client and the Company regarding the services described in the invoice, except in cases where a separate written contract is signed – in such instances, that contract will govern to the extent of any conflict with these Terms. All clauses below are enforceable to the fullest extent permitted by applicable law.

1. Services Provided and Scope Changes. Peralta IT Solutions will perform the services and/or provide the products as described in the Client’s invoice, proposal, or work order. The scope of work is limited to what is expressly stated in writing. Any requests by the Client for additional services or changes to the agreed scope (including but not limited to extra tasks, new deliverables, or modifications of previously agreed work) must be approved by the Company. Such changes may require a written change order and could result in additional fees or adjusted delivery timelines. The Company reserves the right to decline any additional work not originally agreed upon, unless a mutual written agreement is reached. This ensures that both parties have a clear understanding of the services to be rendered and that any expansions of scope are handled fairly and with proper documentation.
2. Client Responsibilities. The Client agrees to cooperate and provide all information, access, and resources necessary for the Company to perform the services. This includes, where applicable: providing access to premises or equipment at scheduled times, ensuring that all relevant systems (computers, networks, etc.) are properly licensed and in good condition, and obtaining any necessary permissions (for example, landlord or building approvals for installations). Data Backup: Prior to the Company performing any work that could affect the Client’s data or systems, the Client is responsible for backing up all critical data. The Company will use reasonable care in performing services, but does not assume liability for loss of or damage to data or software. It is understood that during the course of IT support or installation, there is a inherent risk of data loss or service interruption; the Client’s preparation of backups and contingency plans is a crucial precaution. If the Client cannot or does not perform necessary backups, or fails to meet any stated responsibilities, the Client assumes any resulting risk. The Company may refuse to proceed with certain work if preparatory steps (like data backup or safety measures) are not taken, or may perform such backups itself upon Client’s request (additional fees may apply for backup services). In summary, the Client must take reasonable steps to protect their own data and environment, and acknowledge that cooperation is essential to a successful service outcome.
3. Payment Terms. Fees for services and products are detailed on the invoice or quote provided to the Client. Due Date: Payment in full is due no later than fifteen (15) calendar days from the invoice date, unless a different due date or terms (such as “Due upon receipt” or a payment schedule) are expressly stated on the invoice. If a deposit or upfront payment is required (such as for custom orders or large projects), the invoice or quote will specify that amount and due date; the Company may decline to commence work or delivery until such required initial payment is received. Accepted Payment Methods: The Company accepts payment via [specify acceptable methods, e.g., check, major credit cards, ACH bank transfer]. The Client should reference the invoice number when making payment to ensure proper credit.
4. Late Payments and Collections. Timely payment is essential. If the Client fails to pay the invoice in full by the due date, the payment is considered late. The Company reserves the right to impose a late fee or interest on overdue amounts. Specifically, late payments may incur interest at the rate of 1.5% per month (18% per annum) or the maximum rate permitted by law, whichever is lower, accruing from the day after the due date until paid. Alternatively, a flat late fee may be charged as specified on the invoice or reminder. In addition, the Client will be responsible for all reasonable costs of collection on past-due amounts. This includes, but is not limited to, bank fees for returned checks, collection agency fees, court costs, and attorneys’ fees if legal action is required to collect unpaid balances. The Company will provide notice to the Client of any overdue payment and applicable late charges, and will make a good-faith effort to allow the Client to cure the non-payment before escalating collection actions. However, persistent delinquency (e.g., exceeding 30 days past due) may result in suspension of services – the Company may temporarily halt any ongoing or future work for the Client until the account is brought current. Disputed Charges: If the Client believes an invoice is incorrect or has a question about a charge, the Client must notify the Company in writing within 7 days of the invoice date. The Company will promptly review and, if an error is found, correct any mistakes. If the Client does not raise any disputes within this timeframe, the invoice will be deemed accepted in full. Partial payments or late payments made without explicit agreement by the Company will be applied at the Company’s discretion and do not waive the Company’s right to collect the full remaining balance or to enforce any provision of these Terms.
5. Recurring Services and Termination. For any recurring or ongoing services (such as managed IT service plans, maintenance subscriptions, or any service billed periodically), the services will continue on the agreed billing cycle (typically month-to-month unless otherwise stated, or for a fixed term if specified by contract). Termination by Client: The Client may terminate recurring services by providing at least 30 days’ written notice to the Company, unless a different notice period is specified in a separate agreement. If the Client has pre-paid for services beyond the termination effective date, the Company will refund any unused portion on a pro-rata basis, after deducting any amounts still owed for services already performed or any applicable early termination fee that was disclosed at the start of service. Termination by Company: Peralta IT Solutions may terminate or suspend services (a) for convenience with 30 days’ written notice to the Client (e.g., if it decides to discontinue a certain service offering, or in rare cases of strategic business decision), or (b) for cause, effective immediately upon notice, if the Client has materially breached these Terms – for example, failure to pay an invoice beyond 30 days overdue, engaging in fraudulent or unlawful activities, or refusing to cooperate in a manner that prevents the Company from delivering services. In a termination-for-cause scenario, the Company will, when feasible, provide a short cure period (such as 7 days) to allow the Client to remedy the breach (e.g., pay the outstanding amount) before termination is finalized. Automatic Renewals: If a service is stated to be for a fixed term (e.g., 12 months) with automatic renewal, the Company will ensure compliance with New York law by providing written reminder notice to the Client at least 15 but not more than 30 days before the deadline to cancel such renewal. (This typically means the Company will send a renewal reminder approximately 60–45 days before the current term expires, giving the Client adequate time to decide on renewal.) If the Client does not wish to renew, they must inform the Company before the renewal date per the notice instructions; otherwise the contract will renew as stated. All terminations will be confirmed in writing (email is acceptable for written notice, provided receipt is acknowledged). Upon termination of services, the Client agrees to pay for all services rendered and any equipment provided up to the termination date. The Company will assist in an orderly transition or handoff of systems if applicable (at its standard rates unless otherwise agreed) so as not to leave the Client without support, provided the Client’s account is settled.
6. Ownership of Equipment and Materials. For any products, equipment, or hardware provided or sold by the Company to the Client (for example, computers, network devices, security cameras, or software licenses), ownership (title) of those items shall remain with Peralta IT Solutions until the invoice for those items (and any related services charges on the same invoice) is paid in full. Only upon full payment does title transfer to the Client. Until such transfer of ownership, the Company has the right, upon notice, to reclaim or disable the use of any delivered equipment for which payment is outstanding, to the extent permitted by law. Risk of Loss: Once any equipment or materials have been delivered to the Client’s premises or otherwise to the Client’s possession and control, the risk of loss or damage to those items passes to the Client. This means the Client is responsible for any loss, theft, or destruction of the equipment after delivery/installation, even if the ownership has not yet formally passed due to pending payment. The Client is encouraged to insure any valuable equipment accordingly. The Company will not be liable for any damage to or failure of equipment after delivery that is caused by events outside its control (such as power surges, environmental damage, misuse by the Client or third parties, etc.).
7. Warranty and Disclaimer of Warranties. Peralta IT Solutions warrants that it will perform services with reasonable care and skill, consistent with industry standards. If the Client notifies the Company of a deficiency in the workmanship of services within 15 days after those services are performed, the Company will make reasonable efforts to correct any verified issue at no additional charge. This is a limited service warranty covering labor only. No Further Warranties on Services: Except as expressly stated above, services are provided “as is” and no additional warranty (express or implied) is given. To the fullest extent allowed by law, the Company disclaims any implied warranties, including but not limited to implied warranties of merchantability or fitness for a particular purpose, with regard to the services. Third-Party Products and Warranties: Any third-party or manufacturer warranties on products or equipment provided will be passed on to the Client to the extent possible. The Company will facilitate warranty claims with the manufacturer if a product is defective within the manufacturer’s warranty period, but the Company itself does not guarantee the performance of any third-party product beyond what the manufacturer promises. If a manufacturer offers a DOA (dead-on-arrival) return window or similar, the Client must report the issue to the Company immediately (within the DOA period) so that it can be handled promptly. Beyond facilitating these warranties, Peralta IT Solutions makes no separate warranty on any hardware, software, or materials provided. In summary, the Company stands behind its service quality (agreeing to fix issues if promptly reported), but does not extend any warranty beyond that, and all other promises or conditions are excluded unless required by law.
8. Refund and Return Policy. Services: Fees for services (labor, consulting, repairs, etc.) are generally non-refundable once the service has been performed. If the Client is dissatisfied with the service outcome, they should refer to the Service Satisfaction clause (see Section 9) to have the Company address the issue. Only in cases where the Company fails to deliver the service as agreed, and cannot rectify the problem, may a partial or full refund of service fees be issued, and such refunds are at the Company’s discretion or as required by applicable law. Any upfront retainers or prepayments for services that were not yet rendered by the time of termination will be refunded pro-rata after subtracting any owed amounts, as described in the Termination section. Products/Equipment: For physical goods purchased from Peralta IT Solutions (such as hardware devices or software licenses), the following return policy applies: The Client may return new, unused, and undamaged items within 14 days of purchase or delivery (whichever is later) for a refund or exchange, subject to a possible restocking fee of up to 15% of the item’s price (to cover inspection, repackaging, and vendor return costs). To be eligible for a return, the product must be in its original condition with all original packaging, components, and documentation (e.g., cables, manuals) intact. The Client is responsible for any damage or wear; items that have been opened, installed, used, or altered may not be eligible for a full refund, or any refund, unless found defective. Non-Returnable Items: Custom-ordered or special-order items, software or licenses that have been activated, and any consumables are final sale and not returnable, except as required by law or covered by a manufacturer’s defect warranty. The Company will clearly inform the Client at time of purchase if an item is non-returnable. Defective or DOA Products: If a product sold by the Company is discovered to be defective or non-functional upon installation or first use, the Client should notify the Company immediately (preferably within 7 days of delivery). Such an item will be handled under the manufacturer’s warranty or DOA policy – typically, the Company will assist the Client in obtaining a replacement or repair through the manufacturer or distributor. If a prompt replacement is available from the Company’s stock, the Company may at its discretion provide a replacement and handle the warranty claim directly. Note that beyond the initial defect period, any issues must be handled through the manufacturer’s warranty service. Refund Process: Approved refunds for returns will be processed within a reasonable time after the returned item is received and inspected by the Company. Refunds will generally be issued via the same method as payment was made (e.g., refund to the same credit card or a company check for cash/check payments), unless otherwise agreed. Shipping or delivery charges (if any) are normally non-refundable, except in cases of Company error or defective product returns. This return policy is intended to comply with New York law; if any additional consumer return rights apply (for example, mandated by specific NYC or NY state regulations for certain products), the Company will honor those rights. The Client is encouraged to ask if unsure about a product’s return eligibility. By purchasing, the Client agrees to this policy and will not attempt to return items outside these terms.
9. Service Satisfaction and Remedies. Peralta IT Solutions is committed to delivering quality service. If the Client is not fully satisfied with the service performed or the results, the Client agrees to notify the Company in writing within 7 days of the service date (or the date on which the issue became apparent). The Company will then make a good-faith effort to address the concern. This may include, as appropriate: re-performing the service, correcting any errors, or taking other reasonable steps to provide the expected outcome. This follow-up will be done at no additional charge to the Client, provided the issue is indeed related to the original service and not due to new problems or interference by third parties. This satisfaction remedy (often termed a “service guarantee”) is the Client’s exclusive remedy for any claims of subpar work or dissatisfaction, except in cases where a different remedy is required by law. If the Company is unable to resolve the service issue after a reasonable number of attempts or if both parties agree that further attempts would be futile, the Company may, at its discretion, offer an appropriate partial or full refund for the specific service fee in question. However, refunds are considered a last resort after the Company has had the opportunity to make things right. Importantly, the Client must allow the Company the opportunity to remedy the problem – engaging a different provider to fix the issue without giving Peralta IT Solutions a chance to correct it may void any refund eligibility. Additionally, the Client should not initiate chargebacks or payment disputes with their bank/credit card for service issues without first following this procedure of notifying the Company and seeking a resolution. The Company values Client satisfaction and will work hard to resolve any legitimate complaints promptly and professionally.
10. Limitation of Liability. To the fullest extent permitted by applicable law, Peralta IT Solutions’ liability to the Client is limited. In no event shall the Company (including its owners, employees, agents, or subcontractors) be liable for any incidental, indirect, special, or consequential damages whatsoever arising out of or related to the services provided or products supplied, even if the Company has been advised of the possibility of such damages. This includes, but is not limited to, lost profits or revenue, loss of business opportunity, loss of data, downtime, or replacement costs resulting from the performance (or inability to perform) services, delay in service, or from malfunction of any provided product. Additionally, the Company will not be liable for any claims arising from events beyond its control (see Section 12, Force Majeure). If, notwithstanding the above exclusions, the Company is found liable for any claim or damage arising out of this agreement, the maximum aggregate liability of the Company shall not exceed the total amount actually paid by the Client to the Company for the specific service visit or product that directly gave rise to the claim. For recurring services, liability for any claim is capped at no more than the amount of fees paid by the Client in the past two months for those services. These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise). Consumer Notice: Some jurisdictions do not allow the exclusion or limitation of certain damages; nothing in this clause is intended to waive any minimum liability rights the Client may have under law. However, in any dispute, the Client agrees that these limitations will be enforced to the maximum extent permissible. The purpose of this clause is to allocate the foreseeable risks between the parties – the fees charged by the Company for services are based in part on this allocation of risk and the inclusion of this limitation of liability.
11. Indemnification. To the extent allowed by law, the Client agrees to defend, indemnify, and hold harmless Peralta IT Solutions and its principals/employees from and against any third-party claims, losses, or damages (including reasonable attorneys’ fees) arising out of: (a) the Client’s misuse of services or products provided under this agreement; (b) the Client’s violation of any law or third-party rights in the course of using the Company’s services; or (c) a breach of these Terms by the Client. This means that if a third party (for example, another vendor or a Client’s customer) sues or makes a claim against Peralta IT Solutions due to something that is the Client’s responsibility (for instance, a data breach that was caused by the Client’s failure to implement security measures that were recommended, or content/data the Client asked the Company to handle which infringes someone’s copyright), then the Client will step in to protect the Company from that claim, covering costs and any liabilities. The Company will promptly notify the Client of any such claim and allow the Client to assume the defense, but the Company may participate with its own counsel at its own expense. This indemnification is a standard protection that ensures the Company isn’t unfairly drawn into disputes that originate from the Client’s side of responsibilities.
12. Force Majeure (Unavoidable Delays). The Company shall not be considered in breach of this agreement or liable for any delay in performance or failure to perform any obligation (other than payment obligations by the Client) if such delay or failure is due to causes beyond its reasonable control. This includes, but is not limited to, natural disasters (e.g., hurricanes, floods), acts of government or regulatory authority, war, terrorism, civil unrest, labor strikes or disturbances, network or utility outages, supply chain disruptions, or pandemics/epidemics. If such an event occurs that affects the Company’s ability to deliver services on the agreed schedule, the Company will notify the Client as soon as reasonably possible, explaining the situation and an estimated delay. The Company will make sincere efforts to mitigate the impact and resume performance as soon as feasible. Deadlines or dates affected by the force majeure event will be extended for a period equal to the duration of the event. If the force majeure event continues for an extended period (e.g., more than 30 days) such that either party cannot fulfill its core obligations, either party may have the right to terminate the affected services with written notice, without penalty. Any services already provided will still need to be paid for, but neither party will owe damages or penalties for the portion of work undone due to the force majeure. This clause ensures fairness when truly extraordinary events prevent normal business operations.
13. Dispute Resolution and Governing Law. In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the services provided (collectively, a “Dispute”), the parties agree to attempt in good faith to resolve the issue through negotiation and discussion first. The Client should contact Peralta IT Solutions at the contact information on the invoice or letterhead to discuss any concerns, and the Company will likewise reach out if it has an issue, in an effort to resolve things amicably and swiftly. If a Dispute cannot be resolved informally within a reasonable time, either party may pursue formal legal remedies consistent with this section. Governing Law: This agreement and any Dispute shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law principles. If the Client is a consumer individual, any mandatory consumer protection provisions under the laws of the Client’s state of residence that apply despite this governing law clause will be preserved to the extent required by law. Jurisdiction and Venue: The parties agree that any lawsuit or legal proceeding shall be brought in a court of competent jurisdiction located in New York, New York (if state court, in the courts of New York County, or if federal, the U.S. District Court for the Southern District of New York). The Client consents to the personal jurisdiction of such courts. Attorneys’ Fees: If any legal action or proceeding is undertaken to enforce or interpret these Terms (including an action for collection of unpaid fees), the prevailing party in such action shall be entitled to recover its reasonable attorneys’ fees and costs from the other party, in addition to any other relief to which it may be entitled. This provision aims to discourage frivolous claims and encourage resolution – knowing that the loser may have to pay legal fees. Small Claims Option: Notwithstanding the above, either party retains the right to bring a claim in small claims court (or the local equivalent) if the amount in question falls within that court’s jurisdiction, and doing so does not violate the other provisions of this section. No Jury Trial / No Class Actions (if applicable): To the extent permitted by law, both parties waive any right to a trial by jury in any litigation and any right to participate in class-action claims. (This sentence is included to strengthen enforceability and efficiency of dispute resolution; however, it is only applicable if the Client is not prohibited from such waiver by applicable law. It may be omitted in consumer transactions if required by law or policy.) By setting these ground rules for disputes, both the Client and Company have a clear understanding of how potential conflicts will be handled, which can lead to more efficient and predictable outcomes.
14. Miscellaneous Provisions.
    • Entire Agreement: These Terms and Conditions (together with the details on the invoice and any signed agreements or statements of work describing the services) constitute the entire agreement between Peralta IT Solutions and the Client with respect to the services provided and supersede any prior or contemporaneous understandings, whether written or oral, relating to the same subject matter. The Client acknowledges that no oral or written representations or promises not expressly contained herein are binding. If a separate Master Service Agreement or contract has been signed by both parties, and it conflicts with these Terms, the terms of the signed agreement will prevail for those conflicting items, and these Terms will govern in all other respects.
    • Amendments: The Company reserves the right to update or modify these Terms and Conditions for future transactions. In practice, any revised Terms will be communicated to the Client by updating the printed terms on new invoices or by other written notification. However, no change to these Terms will affect a service engagement that is already in progress or already contracted for, unless the Client consents. For ongoing clients, it is the Client’s responsibility to review the Terms on their invoices or on the Company’s website periodically; continued use of the Company’s services after an update signifies acceptance of the revised Terms. No amendment or modification to these Terms by the Client will be binding unless expressly agreed in writing by an authorized representative of Peralta IT Solutions.
    • Severability: If any provision of these Terms and Conditions is found to be invalid, illegal, or unenforceable by a court or tribunal of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, and the remaining provisions of these Terms shall remain in full force and effect. In other words, an invalid clause will be modified (by the minimum amount necessary) or stricken, but that will not affect the validity of the rest of the agreement.
    • No Waiver: Failure or delay by either party to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver of any breach of these Terms must be in writing and signed by the waiving party, and such waiver will not be construed as a waiver of any later breach. The rights and remedies provided to the Company in these Terms are cumulative and in addition to any rights or remedies available at law or equity.
    • Assignment: The Client may not assign or transfer any rights or obligations under these Terms to any other person or entity without the prior written consent of Peralta IT Solutions. The Company may assign its rights and obligations to a successor in interest, an affiliate, or in connection with a merger or sale of all or substantially all of its assets, provided that such assignment does not diminish the protection afforded to the Client under these Terms.
    • Independent Contractor Status: Peralta IT Solutions is an independent contractor; nothing in these Terms shall be construed to create a partnership, joint venture, or employer-employee relationship between the Company and Client. Neither party has the authority to bind the other to any third party or act on behalf of the other beyond the scope of these Terms.
    • Business Practices Compliance: Both parties shall comply with all applicable laws, regulations, and codes in relation to the services provided and these Terms. This includes (for the Company) maintaining any necessary licenses or permits to perform IT services and installations in New York City, as well as adhering to data protection laws regarding any personal information handled. For the Client, this includes compliance with software licensing (only using properly licensed software, etc.) and any export control or privacy laws regarding their own data that might come into play. Each party agrees not to use the other’s services or products for any unlawful purpose.
    • Notices: Any official notices or communications under these Terms that are required to be in writing shall be sent to the addresses or email contacts provided by the parties. It is recommended that important notices (such as notice of termination or alleged breach) be sent in a manner that provides proof of delivery (e.g., certified mail or acknowledged email). Notices shall be deemed given when received. Routine communications (like scheduling or informal service questions) may be done via email or phone.

By agreeing to receive services or by making payment to Peralta IT Solutions, the Client confirms that they have read, understood, and agree to all of the above Terms and Conditions. These Terms are meant to foster a clear, fair, and mutually protective relationship between the Client and Peralta IT Solutions, ensuring high-quality service delivery while managing expectations and liability for both parties.