TERMS OF USE

Terms of Service

For over twenty years Future Networking has worked with a diverse base of businesses and organizations to provide an exemplary level of customer service and customer experience. We approach our client relationships with a spirit of cooperation, collaboration, and appreciation of the uniqueness of each client.

In this Terms of Service Agreement FNI, INC may also be referred to as “FNI,” “us,” “we,” and “Future Networking.” The term “Client” is used to describe any individual, business, or other organization that interacts with FNI, INC with the intent or possible consideration of using any product or service provided by FNI or engaging in some form of business with FNI. “Third Party” is used to describe any person, organization or entity not included in the purchase or delivery of products or services, or that is unaffiliated with Client or FNI, INC at the time of purchase or delivery of products or services, or has no ownership or control over the Client or FNI, INC.

Information Security & Privacy

At FNI we take protecting our customers Non-Public Information seriously. We have policies and measures in place to prevent disclosures and report circumstances that could potentially put client information at risk. All employees at FNI undergo criminal background checks. All employees at FNI have signed documents stating that they understand and accept FNI policies protecting Non-Public Information and reporting any identified risk factors or potential breaches that could or may have exposed Non-Public Information. There are specific laws, rules and regulations for different kinds of sensitive information. FNI serves a diverse customer base that may be covered by one or more regulations. Some entities may have data that they consider sensitive that may not fall under any of these existing regulations. For this reason, FNI has created the single designation of “Non-Public Information”. This creates an environment where we apply the strictest information security protection policies to information that is not expressly indicated by a customer, or authorized representative of customer, as unprotected public information, published by our customers or their authorized representatives in a forum open to the public, or is already publicly known prior to a customer choosing to use any products or services offered by FNI. In the event that there is some kind of breach or event that causes Non-Public Information to be released in a way that could or reasonably would expose it to the general public or another unauthorized individual or group, FNI has a notification protocol to inform affected customer(s).

Labor & Technical Support

Service labor is charged on an hourly basis at the quoted labor rate and will be billed accordingly. Work performed after business hours or on weekends is charged at 1.5 times the base rate and holiday hours are charged at 2 times the base rate. After hours, weekend, and holiday charges are a minimum of two hours. Onsite work is billed door to door and is calculated as travel time from our office to the Onsite work location and back with normal traffic. Remote and Telephone tech support will be billed at an hourly rate and billed in quarter hour increments. The base labor rate is typically increased 5-9% on the first of the year.

FNI will attempt to provide the service, solutions, and support specified on the work order(s) we receive. Any technical support, labor, repairs, parts or services provided by FNI are the sole responsibility of Client to pay.

Repair work labor, services or technical support performed by FNI is covered by our (30) thirty-day guarantee against recurrence of the same issue through failure of our workmanship only. If the same issue should occur within (30) thirty days of when our work was performed because we failed to rectify it through our work performed, or not performed, there will be no additional labor charged to correct the issue. Any hardware, software or other parts used are covered solely by their respective manufacturers and may result in additional charges to the Client.

Physical Safety of FNI Staff at Client Locations

FNI takes the security and safety of Clients very seriously. We expect the same courtesy and concern for our team when we are working with Clients and visiting Client locations. To this end, Client agrees to notify FNI in writing of any hazards that may be present at Client location(s). Client agrees to present FNI with location training materials that point out these hazards and Client protocols for fire and emergency response, including maps or locations of maps depicting emergency exits. Client agrees that FNI staff must never be placed or tasked to perform work in any environment that requires special safety gear without providing FNI staff with the required gear and specific training to use that gear correctly. Client agrees that FNI staff must never be placed or tasked to perform work in an area of: high voltage; flammable fluids, solids or gasses; poisons; biohazards; toxic fumes; smoke; open flames; unsafe footing; heights greater than (6) six feet from the ground; dangerous wildlife; dangerous pets or service animals; nests or hives of stinging or biting insects; felons convicted of violent crimes; crushing hazards; cutting hazards; death or dismemberment hazards; social intolerance of any status covered by EOE and workplace laws that may create a hostile work environment; inappropriate or harassing behaviors by Client, Client’s staff, or other Third Party hired or contracted by Client. CLIENT ASSUMES AND ACCEPTS FULL UNLIMITED LEGAL AND FINANCIAL RESPONSIBILITY, LIABILITY, AND CULPABILITY FOR ANY AND ALL HAZARDS AT CLIENT LOCATION AND ANY INJURY, DISTRESS, OR OTHER HARM THAT COMES TO FNI STAFF WHILE THEY ARE AT CLIENT LOCATION.

Non-Solicitation of FNI staff by Client

Ethics are the foundation of our company culture and the driving force behind our interactions and expectations with our clients. FNI believes that trust is an important part of every business relationship. Protecting our team against attempts to solicit their work services apart from FNI, or to take advantage of relationships and proprietary knowledge developed while working with FNI, helps build that trust and set behavior expectations. This also ensures that our clients will always get the full support and resources FNI has available to meet Client needs. While Client considers using or purchasing products or services from FNI, or while Client is actively using products or services from FNI, with or without any signed agreement or agreements or contract or contracts in place and for a period of time no less than Two Full Calendar Years (no less than 730 days) after ceasing all Client activity with FNI, Client agrees not to directly, via an outside party, or indirectly: solicit, recruit, hire, employ, contract or in any way utilize any current or former employee of FNI without going directly through FNI. Only by obtaining prior written notice of consent from the President of FNI can Client seek exception to this Non-Solicitation Agreement Clause of our Terms of Service Agreement. If Client hires, employs, or in any way utilizes without going directly through FNI any employee of FNI without prior written notice of consent from the President of FNI, INC Client agrees to compensate FNI for the reasonable damages and losses concerning employee involved. CLIENT FURTHER AGREES THAT THIS AMOUNT, CONSTITUTING LIQUIDATED DAMAGES, WILL BE EQUAL TO TWO TIMES (2X) EMPLOYEE’S ANNUAL GROSS PAY .

Return, Repair, & Replacement Policy

AT FNI we pride ourselves on providing only the highest quality products. If a new product is defective, please contact us immediately to receive assistance. FNI reserves the right to determine if a product will be repaired or replaced. FNI is not responsible for repairing or replacing items damaged by a Client or third party.

Manufacturers may allow refunds or returns to be handled directly through them. Client should follow Manufacturers return policies if a Manufacturer return becomes necessary.

FNI does not offer refunds or returns for Special Orders. Special Order items are any items that we do not normally stock locally or that are custom built or configured for a Client. Any exception to this policy will be at the sole discretion of FNI and will be subject to a 25% restocking fee. Any items that are not Special Order items may be returned within (15) fifteen days of purchase for their full purchase value less a 25% restocking fee as long as they remain in “new” condition and are returned complete with all packaging, peripherals, documents and parts. Incomplete returns will not be accepted.

Any shipping errors must be reported immediately upon receipt and returned to us within (7) SEVEN days in unopened, resalable condition and must meet all other return criteria.

When returned by mail, in addition to all other previously defined terms, product(s) must be packaged according to manufacturer specifications and must be sent to FNI freight pre-paid and properly insured. FNI IS NOT RESPONSIBLE FOR ANY PRODUCTS LOST OR DAMAGED IN SHIPPING.

Returns will be rejected if they are incomplete, original packaging is damaged, product is damaged from use or misuse or for any reason the return is not in a resalable condition. Failure to adhere to this return procedure may result in return refusal and rejected merchandise will be returned at Client expense.

FNI does not guarantee software, system, accessory or peripheral compatibility unless recommended, installed and configured by FNI. We guarantee that any repairs, upgrades or software we recommend, install, and configure will function properly upon work completion. It is the Client’s responsibility to inform us of any accessories, software, or peripherals that they need to use or may want to use with a system that is being purchased, repaired, optimized (tuned up) or upgraded. Failure to follow or adhere to our recommendations, usage guidelines, or instructions will void any compatibility issue related guarantee.

Manufacturer’s Warranty

Manufacturers may supply their own warranties. When present, these warranties are provided by the individual manufacturer, not by FNI. Administration of a manufacturer’s warranty is handled by Client through the individual manufacturer and not through FNI.

Warranty & Product Support

The following limited warranty protection covers failures due to defects in materials and workmanship supplied and installed by FNI. Warranty does not cover failures due to misuse, abuse, accidents, viruses, unauthorized parts or service, user error, vandalism, fire, electrical damage (surges or sags), flood, storm, earthquake, or any other acts of God or for failures that result from the use of products, services, or software that is not installed by FNI. Failure to adhere to all aspects of this agreement may result in loss of coverage. All warranties provided by FNI begin on the date of delivery or original invoice (whichever occurs first) and are based on actual calendar days. Warranties are issued to the person or entity named on the original invoice and Warranties are non-transferable.

New Products

New Products are covered solely by the manufacturer’s warranty (if present); FNI does not imply or offer additional coverage or support of any kind.

Used Products

Any used product purchased from us is sold “AS IS” and is not covered by any warranty expressed or implied of any kind. Sales of all used or refurbished products are final. They are non-returnable, non-refundable and cannot be exchanged.

Warranty Repair

FNI, INC does not currently perform Authorized Service Provider Warranty repairs for any manufacturer. Client understands that having us perform repairs or service on equipment under an active warranty coverage may result in termination of that warranty coverage. Client agrees to hold FNI blameless in the event warranty coverage is lost.

Non-Warranty Repair

Non-Warranty repairs will be performed by Client request when possible, and billed at our normal on-site rate and may incur call out charge(s). Any Non-Warranty repairs, parts or services provided by FNI are the sole responsibility of Client to pay. Non-Warranty repairs performed by FNI are covered by our (30) thirty-day guarantee against recurrence of the same issue through failure of our workmanship only. If the same issue should occur within (30) thirty days of when our work was performed because we failed to rectify it through our work performed, or not performed, there will be no additional labor charged to correct the issue. Any hardware, software or other parts used in the repair process are covered solely by their respective manufacturers.

Payment Terms

TIME IS OF THE ESSENCE – All products and services provided to Client must be paid promptly so we can maintain the highest quality of products and services for our Clients. Payment delays place an unreasonable burden and cause harm to FNI. For this reason, failure to pay invoices within fifteen (15) days of the invoice due date will be considered a MATERIAL BREACH of Agreements between FNI and Client by Client.

Insufficient Funds & Failure to Pay

 Any payment not honored by Client’s financial institution(s), i.e., insufficient funds, will incur a $25.00 fee plus bank charges. Satisfaction of deficient payments will be made within (3) three business days of notice of occurrence. Payment for such deficiency is required to be in the form of cash (U.S. currency), a U.S. postal money order or certified bank check drawn on a U.S. bank made payable to FNI, INC. Any amount not paid when due will incur interest at the rate of 1.5% per month, (18% per annum), as allowed by law. Late fees and policies for actions taken on outstanding balances are included on invoices. Terms and conditions may change for clients based on Client payment history or lack thereof. Failure to abide by these payment terms will be pursued to the fullest extent under applicable law.

Service labor is charged on an hourly basis at the quoted labor rate and will be billed accordingly. Work performed after business hours or on weekends is charged at 1.5 times the base rate and holiday hours are charged at 2 times the base rate. After hours, weekend, and holiday charges are a minimum of two hours. Onsite work is billed door to door and is calculated as travel time from our office to the Onsite work location and back with normal traffic. Remote and Telephone tech support will be billed at an hourly rate and billed in quarter hour increments. The base labor rate is typically increased 5-9% on the first of the year.

All prices quoted by FNI, INC verbally or via printed advertising do not include shipping and handling costs or applicable sales tax unless stated otherwise in writing. Due to the volatility of pricing from our suppliers, any prices quoted by us are guaranteed only for the day on which they are quoted unless stated otherwise in writing. Unless prior arrangements are made, charges for products or services are due in full upon delivery of the products or completion of services. All Special Order items must be paid for in advance. Special Order items are NOT RETURNABLE and are NOT REFUNDABLE.

All products remain the property of FNI, INC until full payment is received.

No passwords may be changed, no access denied or otherwise hindered, no products may be moved, altered or removed from the installation location without permission in writing from FNI. CLIENT AGREES TO PROVIDE UNLIMITED AND UNRESTRICTED PERMISSION AND ACCESS TO CLIENT’S SITES AND SYSTEMS TO FNI FOR THE PURPOSE OF DISABLING, REPOSSESSING OR OTHERWISE CONFISCATING ANY AND ALL HARDWARE OR SOFTWARE THAT IS NOT PAID IN FULL WITHIN 90 DAYS OF DELIVERY OR THAT IS PART OF ANY DISPUTED INVOICE OR PAYMENT.  CLIENT UNDERSTANDS THAT CLIENT IS STILL RESPONSIBLE TO PAY IN FULL FOR ALL PRODUCTS AND SERVICES EVEN IF THOSE PRODUCTS AND SERVICES HAVE BEEN SUBJECT TO DISABLING, REPOSSESSION, OR CONFISCATION AND CLIENT IS SOLELY LIABLE FOR ANY LABOR, FEES, OR OTHER EXPENSES INVOLVED IN FNI RETURNING HARDWARE OR SOFTWARE TO CLIENT. CLIENT AGREES WITHOUT LIMITATION THAT THESE TERMS OF SERVICE ARE FAIR AND REASONABLE, AND CLIENT WILL HONOR THEM SO FNI CAN PROVIDE PRODUCTS AND SERVICES TO CLIENT IN GOOD FAITH. CLIENT FURTHER AGREES THAT ANY FAILURE TO HONOR THESE TERMS OF SERVICE INCLUDING THE OBLIGATIONS AND STATEMENTS CONTAINED WITHIN IT REGARDING PAYMENT/TERMS WOULD CAUSE FNI UNREASONABLE FINANCIAL HARM AND HARDSHIP – FOR THIS REASON, CLIENT ACCEPTS FULL LEGAL AND FINANCIAL RESPONSIBILITY TO COMPENSATE FNI FOR ANY AND ALL LABOR AND EXPENSES FNI USES TO, OR IN ANY AND ALL ATTEMPTS TO: COLLECT, CONFISCATE, REPOSSESS, OR DISABLE ANY AND ALL HARDWARE OR SOFTWARE THAT CLIENT HAS PREVENTED OR HINDERED FNI FROM COMPLETING AS CLIENT UNDERSTANDS THAT ANY ACTIONS TO PREVENT OR HINDER FNI CONSTITUTE AN UNREASONABLE AND INTENTIONAL VIOLATION OF THESE TERMS OF SERVICE BY CLIENT. FNI, INC IS NOT RESPONSIBLE OR LIABLE FOR ANY ACTIVITY, USE, MISUSE, CRIME OR EVENT THAT OCCURS ON, WITH, OR AROUND THESE SERVICES AND/OR PRODUCTS BY CLIENT OR ANY THIRD PARTY BEFORE OR AFTER FULL PAYMENT IS RECEIVED.

Acceptable Use Policy

FNI is a company of principals, and we believe that ethics and professionalism are integral to successful business relationships and practices. To support this position, Client agrees and states that Client will not use any FNI, INC Products or Services in a way that will or may violate Local, State, Federal, or International Laws or Regulations. Client further agrees and states that Client will not use any Products or Services provided by FNI to engage in, promote, or facilitate: acts of violence; threats of harm; “Cyber Bullying”; stalking; intimidation; espionage; copyright infringement; piracy; theft of products or services; acts of terrorism; acts of violence; bias crimes; hate crimes; blackmail; extortion; racketeering; bribery; fraud; hacking; hacktivism; attempts to reverse engineer hardware or software; obfuscation of Client identity; in a way that is likely to be perceived as insulting, profane, an affront, or offensive by a viewer, listener, reader, or target of Client’s activities or to a particular individual or group of like individuals whether or not offense or insult was intended; or attempts to hide activities listed including potential violations of our Acceptable Use Policy. CLIENT ACCEPTS FULL LIABILITY FOR ALL ACTIONS, USE, NON-USE, ACTIONS, IN-ACTIONS, AND ACTIVITIES RELATING TO THE ACCEPTABLE USAGE OF FNI, INC PRODUCTS AND SERVICES. CLIENT AGREES TO INDEMNIFY AND HOLD FNI BLAMELESS IN THE EVENT OF A VIOLATION OF THIS ACCEPTABLE USE POLICY. CLIENT AGREES TO DEFEND FNI TO THE FULLEST EXTENT INCLUDING LEGAL FEES, FINES, AND ALL COSTS RELATED TO CLIENT’S VIOLATION OF THIS ACCEPTABLE USE POLICY. CLIENT UNDERSTANDS AND ACCEPTS THAT ANY VIOLATION OF THE ACCEPTABLE USE POLICY WILL REPRESENT A MATERIAL BREACH OF ANY AND ALL AGREEMENTS WITH FNI, INC AND MAY RESULT IN TERMINATION OR SUSPENSION OF SERVICES AND SEIZURE OF GOODS OR PRODUCTS. CLIENT UNDERSTANDS THAT AS THE BREACHING PARTY CLIENT’S RESPONSIBILITY TO PAY FOR PRODUCTS AND SERVICES WILL REMAIN AND CLIENT AGREES TO PAY FOR SUCH PRODUCTS AND SERVICES INCLUDING ANY AGREEMENTS WITH MONTH TO MONTH OR ANNUAL OBLIGATIONS FOR THE REMAINING DURATION OF THE AGREEMENT.

Localization & Translation Restrictions

FNI ONLY PROVIDES PRODUCTS AND SERVICES IN THE ENGLISH LANGUAGE AND FOR THE 50 STATES MAKING UP UNITED STATES OF AMERICA. Client agrees that FNI is not responsible to provide products or services or translations in areas outside of the 50 US States, and will not provide products or services or translations in areas, or for languages, not listed herein. Client is responsible for obtaining translations into languages not supported by FNI and is solely responsible for any confusion, omissions, additions, or other errors created by the translation(s). Client agrees and understands that use of FNI products or services in areas not supported by FNI may be considered a material breach of our agreements. If Client uses products or services in areas not listed, Client acknowledges that such use of products or services or functionality that was localized, or translated, into a supported or unsupported language, or for a supported or unsupported region, may impact the functionality, performance, and legality of the products or services. Laws and regulations vary by area and differences in laws and regulations may impact the use, legality, and desired functionality in areas for which it was not created. FNI makes no claim, representation, guarantee, warranty (express or otherwise implied) concerning the performance or functionality of any localized or translated products or services used outside of the areas supported by FNI. Client also agrees to fully indemnify, hold blameless and defend FNI to the fullest extent possible for any legal actions, violations of law or regulation, copyright infringement, patent infringement, equipment failures, product or service disruptions or failures, or other results created by the use of products or services in areas not supported by FNI.

Consent to Use of Data

FNI may collect and use technical information gathered as part of the products or services provided to Client by FNI. FNI may use this information to facilitate, troubleshoot, improve, test, and evaluate products and services provided to Client or other FNI Clients. This information will not be sold. This information will not be distributed to third parties not involved in providing the products and services included in this Agreement. FNI will not disclose this information in a form that personally identifies Client except as required to provide the products and services to Client.

Limitation of Liability

CLIENT AGREES THAT THE MAXIMUM LIABILITY FNI SHALL BE RESPONSIBLE FOR UNDER ANY AND ALL CIRCUMSTANCES IS THE REFUND OF PRODUCT OR SERVICE PROVIDED BY FNI FOR THE SPECIFIC ISSUE DECLARED BY CLIENT CONCERNING A PRODUCT OR SERVICE PROVIDED BY FNI. CLIENT AGREES TO HOLD FNI BLAMELESS FOR ANY DIRECT OR INDIRECT LOSSES CLIENT MAY ENCOUNTER BEFORE, DURING, OR AFTER FNI PROVIDES PRODUCTS OR SERVICES TO CLIENT EVEN IF SUCH LOSSES SHOULD HAVE BEEN REASONABLY ANTICIPATED. CLIENT AGREES THAT THE ENTIRE AND AGGREGATE MAXIMUM AMOUNT TOTAL SHALL NOT EXCEED THE LESSER OF: a) (500) FIVE HUNDRED US DOLLARS; OR b) THE AMOUNT IN DISPUTE FOR BILLED PRODUCT OR SERVICE PROVIDED BY FNI. CLIENT AGREES IT WILL ALLOW FNI A CHANCE TO ADDRESS THE CONCERN AND RESOLVE THE DISPUTE AMICABLY PRIOR TO ENGAGING IN PUNITIVE OR LEGAL ACTIONS AGAINST FNI.

Force Majeure

FNI shall NOT be held responsible for any delay or failure in performance when such delay or failure is caused by acts of God, natural disasters, acts of terrorism, wars, weather, labor disputes, riots, inability to secure raw materials or transportation, acts or omissions of carriers or suppliers, fines, embargoes, government requirements, regulatory changes, or any other cause beyond its control whether or not similar to the foregoing. FNI shall not be held responsible for any foregoing cause or any other cause beyond its control whether or not similar to the foregoing even if it was reasonable to anticipate or expect such cause to create a delay or failure to perform.

Communications, Notices, & Other Provisions

This Terms of Service Agreement applies to any Client order, purchase, receipt, delivery or use of any products or services from FNI. The placing of and/or receipt of any order, products, or services from FNI by Client is acceptance of this Terms of Service Agreement in full by Client. Signed project, product, service, partnership and other agreements are bound by the terms of those agreements and this Agreement. When another signed agreement with Client exists, the terms and explanations on this page will be equally binding unless otherwise defined within the signed agreement – and the terms and explanations included on this page shall be used to clarify and support all other Agreements between Client and FNI.

Notices shall be considered given under this Agreement when seven days have elapsed after Changes have been Posted to the Terms Of Services web page or when delivered in person or by overnight courier or by receipt confirmed e-mail when seven days have elapsed after receipt confirmation or when seven days have elapsed after deposit of the same by certified or similar mail, postage prepaid, correctly addressed to the other party, at the address shown on invoices sent to Client by FNI or provided to FNI by Client for this purpose or the Client may elect to use the Main Office Address for FNI when providing such notice to FNI or at any subsequent address of which the party to whom the notice is being sent has notified the sending party as provided herein.

FNI RESERVES ALL RIGHTS TO ASSIGN OR OTHERWISE TRANSFER ALL OR ANY INTEREST UNDER THIS TERMS OF SERVICES AGREEMENT TO A THIRD PARTY WITHOUT THE PRIOR WRITTEN OR VERBAL CONSENT OF CLIENT, PROVIDING THAT SUCH THIRD PARTY AGREES TO UPHOLD THE SAME OBLIGATIONS, TERMS, PRIVACY PROTECTIONS, SECURITY AND CYBERSECURITY PROTECTIONS, CONTAINED IN THIS TERMS OF SERVICES AGREEMENT AND ANY OTHER SIGNED AGREEMENT(S) THAT EXIST BETWEEN CLIENT AND FNI. CLIENT UNDERSTANDS THAT THEY MAY NOT ASSIGN OR OTHERWISE TRANSFER ALL OR ANY INTEREST UNDER THIS AGREEMENT TO A THIRD PARTY WITHOUT THE PRIOR WRITTEN CONSENT OF FNI AND THAT SUCH A TRANSFER OR CONSENT WILL ONLY OCCUR AT THE SOLE DISCRETION OF FNI. THIS AGREEMENT SHALL BE BINDING ON THE PARTIES INVOLVED AND THEIR RESPECTIVE SUCCESSORS TO THE MAXIMUM EXTENT ALLOWED BY LAW.

This Agreement constitutes the complete agreement of the parties with respect to its subject matter.  This Agreement supersedes and replaces all previous communications, representations or agreements, either oral or written, between the parties involved.  Additional, differing or conflicting terms or provisions in any purchase order or other document issued in connection with this Agreement shall not apply unless separately agreed to in writing by the parties involved.  FNI reserves the right to update, alter, and make changes to this agreement as we deem necessary.

This Agreement and all transactions hereunder shall be construed and interpreted in accordance with and governed by the internal laws of the State of Oregon, United States of America, without regard to that state’s conflict of laws principles. Jurisdiction and venue for any action or suit arising under this Agreement shall be exclusively with the appropriate state and federal courts located in Washington County, State of Oregon, United States of America.  The United Nations Convention of the International Sale of Goods and the United Nations Convention on Statutory Limitations will not apply to This Agreement. THE FOREGOING SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW ANY PORTIONS FOUND TO BE UNENFORCEABLE IN A COURT OF LAW SHALL BE AMENDED BY THE MINIMUM CHANGE REQUIRED TO BECOME COMPLIANT AND ALL OTHER PROVISIONS WILL REMAIN INTACT TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Any item, statement, assertion, or part of this agreement that is found to be unenforceable by law shall be interpreted to be enforceable to the fullest extent allowed by law and shall NOT in any way invalidate any other portion of the remaining agreement that is enforceable by law.

In the event that any provision of this Agreement shall be held to be invalid, illegal or unenforceable, this Agreement shall not be deemed void or voidable, but such provision shall be severed and the Agreement will be reformed as nearly as possible to be in accord with the parties’ original intentions without the severed provision.

No waiver by a party of any default in or breach of any provision of this Agreement by the other party shall constitute a waiver of prior, concurrent or subsequent defaults in or breaches of the same of any other provisions hereof, and no waiver by any party shall be effective unless in writing and signed by an authorized representative of the waiving party.

Dispute Resolution

We prefer to use amicable communication to resolve any issues that may arise.

Negotiations and Good-Faith Resolution: Client agrees to bring invoice disputes to the attention to FNI within (30) thirty days from the date the invoice was issued. If Client does not notify us of a dispute within (30) thirty days from the date the invoice was issued, Client waives the right to dispute charges for Services or Products, either directly, as a defense in any action, as a recoupment, or in any efforts by us to collect amounts due. Client agrees that any invoice issued to Client is to be considered as undisputed, fully acceptable and due in full without delay if no dispute is raised within (30) thirty days from the date issued.

To facilitate amicable and mutually beneficial dispute resolution, FNI and Client agree to use reasonable Good-Faith efforts to settle any dispute, or issue governed by the provisions of this Terms Of Service or any other Agreement, arising between FNI and Client, and to use any other means only as a last resort. Client agrees to notify FNI of a dispute or concern in writing, citing all pertinent provisions of the dispute and provide reasonable detail(s) of the factual basis of and for the dispute. Upon notification of the dispute both parties agree to meet promptly by video conference, in person, or by telephone, to attempt to resolve the dispute. If an amicable resolution cannot be found that satisfies the dispute, then Client Agrees to pursue Arbitration in lieu of any other legal action. The rights and liabilities of the parties arising out of or relating to this Agreement, and all other Agreements between the parties, will be governed by the laws of the state of Oregon, and any dispute arising out of or relating to Agreements will be submitted to binding arbitration in Tigard, Oregon ( or Portland, Oregon if such Arbitration is not available in Tigard, Oregon within six months (180 days) of notice of the dispute), pursuant to the Commercial Arbitration Rules of the American Arbitration Association, and judgment on the award may be entered in a court of competent jurisdiction; provided, however, that either party may seek preliminary injunctive or other equitable relief pending Arbitration to prevent irreparable harm. Notwithstanding the foregoing, any dispute that falls within the jurisdiction of Small Claims Court in the State of Oregon shall not be required to be adjudicated through arbitration. 

Client Statement & Acceptance Of Terms Of Service Agreement

In selecting FNI, INC to provide products or services, Client certifies that it has full legal authority to authorize us to provide requested products or services agreed upon verbally or in writing and declares to have verified the accuracy of the information contained within any product order or service request. Client understands and agrees that FNI is not responsible for any data loss that may occur with, from, or through products or services provided by FNI or while Client’s equipment is in the care of FNI. Client understands that their equipment may be disposed of as we see fit if it is not picked up within (90) ninety days after the date of service completion. Client understands that this disposal does NOT relieve Client of Client’s obligation to pay for products or services Client has authorized us to provide and that any amount of compensation we may obtain from the donation or sale of Client equipment shall be directly deducted from Client’s balance owed. Client understands that Client is responsible for paying for all products and services that Client authorizes. Client understands that we reserve the right to put a lien on Client equipment, repossess or remotely disable products and/or services including both hardware and software, and take legal action until Client’s balance is paid in full if Client’s account should become (30) THIRTY DAYS or more delinquent in addition to the assessment of all stated late fees. Client understands and agrees to all the terms and conditions of the FNI, INC Terms Of Service Agreement.

Last Updated: 11/03/2023