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Terms and Conditions

Introduction 1. Definitions 2. Acceptance of this Agreement 3. Hours of Operation 4. Response Goals (Non-Binding) 5. Client Responsibility 6. Acceptable Use 7. Term and Termination 8. Payment Terms   9. Installation and Access 10. Confidentiality 11. Indemnification 12. Limitation of Liability  13. Disclaimer of Warranty 14. Independent Contractor 15. Governing Law and Venue 16. Severability and Survivability 17. Entire Agreement

Introduction

The Manning Network Services LLC Terms & Conditions agreement aims to provide clarity regarding any services or products provided. The terms outline service engagement, usage, compliance requirements, and data handling practices.

We created the Manning Network Services LLC T&C to give customers and users a clear description of the agreement between them and the company, along with the expectations, rights, and responsibilities of both parties. These terms explain what the company does, what types of service it offers, and how service engagement is handled.

1. Definitions

  1. Provider, we, us, our - Manning Network Services LLC and any of its contracted agents
  2. Agreement - These Terms and Conditions, Privacy Policy, and the invoice and/or Service Agreement as associated or cross-referenced therein.
  3. Service, Services, work - any service provided by Manning Network Services LLC
  4. Client, Customer, you, your - The customer of record as declared in the invoice and/or Service Agreement and/or Service Level Agreement and/or any individual accepting service on behalf of that customer of record.
  5. Premises - The address of record as declared in the invoice and/or Service Agreement where the service will take place.
  6. System - Any equipment, network, configuration, data, or backups associated with the Service
  7. Transaction - the complete exchange of goods and/or services for money.
  8. The Terms - Terms and Conditions and Terms of Service

2. Acceptance of this Agreement

  1. The Terms govern your acquisition of services as well as all use of services offered by us or on our website www.manningns.com, whether free or payable. By accepting the Terms, either by clicking a box indicating your acceptance or by executing an order form or any document referring to the Terms, you agree that the Terms form part of the agreement between you and Manning Network Services LLC.
  2. Our services are directed at Consumers (B2C) and Businesses (B2B).
  3. The Terms were last updated on {date} and are effective between you and the Provider as of the date when you place an order or set up an account at www.manningns.com. Manning Network Services LLC reserves the right to change the Terms at any time. If such a change is considered material, the Provider will inform registered customers about the changes by email, and the changes will take effect one month after such emails have been sent. Your continued use of our website or services after any changes take effect will constitute acknowledgement and acceptance of the modified Terms.
  4. The prevailing Terms shall always be those available on our website at www.manningns.com/terms. In the event of any discrepancies between the wording of our website and the wording of earlier Terms, and these Terms, these Terms prevail.
  5. Any translation of these Terms, as well as any other text throughout the website, to other languages shall be considered unofficial translations and are only provided as convenience translations. In the event of any discrepancies between the wording of translated Terms, and the English language Terms, the English language Terms prevail. The Provider assumes no liability for any errors, omissions or ambiguities in the translations. Any person or entity choosing to rely on the translated content does so at their own risk. If in doubt, please always refer to the official English language version.
  6. The Client may not modify this Agreement by making any typed, handwritten, or any other changes for any purpose.

3. Hours of Operation

  1. Maintenance work: Weekly [e.g., Tuesdays]
  2. Support services: Monday–Friday, 9 AM–6 PM

4. Response Goals (Non-Binding)

  1. Standard: within 1 business day
  2. Urgent or emergency: within 4 business hours
  3. Resolution: 90% of requests usually get resolved within 3 business days

5. Client Responsibility

Client agrees to

  1. Supply the Provider with access and credentials to necessary systems.
  2. Supply the Provider with a suitable workspace for on-site work.
  3. Remain available to the Provider while work is being done.
  4. Notify the Provider of any relevant system/user changes.
  5. Designate a primary point of contact for the Client.
  6. Maintain any vendor accounts, managed by the Client.
  7. Maintain any internal backups.
  8. Comply with security procedures, statutes, and/or regulations.
  9. The Provider is not responsible for issues caused by third-party Internet Service Providers (ISPs), pre-existing network or wiring conditions, or hardware not supplied by the Provider. Service does not include repairs for client-owned devices unless explicitly contracted in writing.
  10. The Provider is not responsible for issues caused by third-party Internet Service Providers (ISPs), pre-existing network or wiring conditions, or hardware not supplied by the Provider. Service does not include repairs for client-owned devices unless explicitly contracted in writing.

6. Acceptable Use

  1. Any and all data, systems, equipment supplied by the Provider become the property of the client upon receipt of payment and completion of work. Until payment is confirmed and work is completed, anything supplied by the Provider remains the property of the Provider. Until payment is confirmed, the Client may not change, update, or otherwise tamper with the property of the Provider. The Provider may retrieve any equipment remaining its property if services are terminated before completion or if payment is not made in full, and the Client shall provide reasonable access for this purpose.
  2. Once the transaction is complete the Client may do as they please with their property where it concerns the Provider. 
  3. This Agreement does not declare or imply that any other third-party agreements held by the Client, in whole or in part, are negated or otherwise void.
  4. Some content used as proof of service may not be suitable for children under the age of 18. Some content in our training is not intended for consumption by minors under the age of 18. Users under 18 must have the consent of a parent or guardian to purchase or use any of our services. Children under the age of 13 are not permitted to purchase or otherwise engage Service, per the Children's Online Privacy Protection Act (COPPA). We may require age verification to ensure compliance with our age restrictions.
  5. Clients utilizing parental controls or educational services are responsible for ensuring compliance with the Children’s Online Privacy Protection Act (COPPA) and any applicable state privacy laws. The Provider’s services are not a substitute for parental monitoring or oversight

7. Term and Termination

  1. Mutual Agreement: Either party may notify the other party of their intent to terminate this agreement. Upon approval and agreement by both parties an appropriate termination date shall be set to allow for finalization of pending active work.
  2. Insolvency: If either party becomes insolvent, they must provide written notice to the other party within 15 days.
  3. Breach of Contract: Should either party be found to be in material breach this agreement shall be terminated immediately upon written notice. 
  4. Force Majeure: Neither party is liable for delays due to Force Majeure events, or any otherwise uncontrollable events and work shall be rescheduled without penalty to Provider. Force Majeure events include, without limitation, acts of God, natural disasters, epidemics, pandemics, public health emergencies, cyberattacks, acts of government, or other circumstances beyond the reasonable control of the affected party.

8. Payment Terms 

  1. Hourly Rates
    1. Standard Support: offered by the hour
    2. Emergency/After-Hours: an additional 50% emergency charge will be applied
    3. Hourly rates are calculated at every tenth of an hour (6 Minutes)
  3. Flat-Fee Services
    1. Standard Home Setup
    2. Standard Homeschool setup: up to 10 devices included
    3. Standard Small-Business Setup: up to 10 devices included
    4. New Device Setup
    5. New Home Construction Demo Configuration
    6. Custom Network Solutions: Quote created based on need
    7. Training Sessions: up to 10 participants plus cost per each additional participant
  5. Subscriptions
    1. Home: services and hours discounted by 20%
    2. Business: includes up to 3 hours = 33% discount
    3. Subscriptions: renewal each month on the same day or next previous business day if that day is not an option in that month. (e.g. start on 1st renews on 1st, start on 14th renews on 14th, or start on 31st renews on 28th-31st of each following month.)
  7. Invoicing and Payment
    1. Invoices are sent out biweekly
    2. Due within 15 calendar days
    3. Late payment incurs 1.5% interest/month
    4. Accepted: ACH, check, credit card (+3% fee)
    5. Retail Sales and Use Tax shall be applied where applicable: (6%)
    6. Title to any Equipment provided by the Provider transfers to the Client only upon full payment for such Equipment and related services.
  9. Billing Disputes, Cancellations, and Refunds
    1. This policy applies to all purchases made from the Provider either directly, or on our website www.manningns.com. It is governed by the laws of Loudoun County, Virginia.
    2. By completing a purchase, you agree to this policy.
    3. The Client must raise billing disputes in writing within 15 calendar days of invoice issuance.
    4. Refunds are assessed on a case by case basis for physical goods unless otherwise required by the law. Goods must be in like-new condition to be eligible. You may apply for a refund by email (micah@manningns.com), by phone at (571) 766-6260‬, or on our website at www.manningns.com/support with your order number and details.
    5. A refund can take up to 15 days to process once approved.
    6. We do not offer refunds on our subscription services unless otherwise required by the law. You may cancel your service at any time in writing (letter or email), or on our website. Cancellations take effect at the end of the current subscription interval.
    7. We are unable to provide refunds or exchanges for purchases, mistaken or intentional, of digital media or content.
    8. This policy complies with applicable consumer protection laws.
  11. Non-Payment
    1. Accounts 30 days or more overdue may be suspended, sent to collections, and/or reported to Credit Reporting Agencies. In addition, the Provider may suspend or limit Services for accounts overdue by more than fifteen (15) days until payment is received.

 9. Installation and Access

Client agrees that Provider, its employees, contractors, and agents may enter the Premises where the Services are provided and/or the System is installed at reasonable times for the purposes of installing, adjusting, repairing, replacing, maintaining, upgrading, moving, auditing, or removing any part of the System, as necessary. The Client represents that you either own the Premises or have the proper rights and permissions from the Premises owner to grant the Provider access to perform the activities specified above. The Client also agrees to allow access for the purpose of checking the operation and performance of the System in accordance with the Service activities contracted. The Client may always ask for proper identification anytime a Provider employee, contractor, or agent requests entry to the Premises. If proper identification is not provided, please do not allow access to the Premises. Access may be revoked by the Client at any time and for any reason on a case-by-case basis. In the case that such access is revoked the service shall be considered incomplete until access is granted again or service is formally cancelled in writing. Any time spent pausing and resuming the service shall be counted as billable service hours.

The Client shall ensure that the work environment is safe for the Provider’s employees, contractors, or agents, including keeping pets secured and not leaving minors unsupervised in the immediate work area. The Provider may suspend work if unsafe conditions are present.

The Provider warrants that all installation and setup services will be performed in a professional and workmanlike manner.

Upon completion of installation or configuration, the Client shall sign a Service Completion Form or otherwise provide written confirmation of acceptance. If the Client fails to provide such confirmation within five (5) business days of notice of completion, the Services shall be deemed accepted.

10. Confidentiality

Both parties shall maintain the confidentiality of non-public technical or business information shared under this Agreement. This obligation includes safeguarding non-public technical details such as network configurations, firewall rules, and educational content provided under this Agreement.

All educational materials, training modules, firewall configurations, and related intellectual property created or provided by the Provider remain the exclusive property of the Provider unless explicitly transferred by written agreement. The Client receives a limited, non-exclusive, non-transferable license to use such materials for their intended purpose.

The Provider will collect, process, and store only such personal data as is necessary to perform the Services, in accordance with applicable privacy laws. Personal data will not be shared with third parties except as required for service delivery or by law.

11. Indemnification

  1. Residential: Client indemnifies Provider for issues caused by third-party software or pre-existing conditions.
  2. Business and Homeschool: Client indemnifies Provider for misuse by Client’s employees, disregard of recommendations, or third-party platform risks.
  3. Clients further agree to indemnify and hold harmless the Provider against any claims, damages, or liabilities arising from (i) unauthorized access to the network or Equipment by third parties (including household members or guests), or (ii) improper use or misconfiguration of Parental Controls or educational services by the Client or users under the Client’s control.

12. Limitation of Liability 

  1. Provider is not liable for indirect damages, data loss, or issues arising from third-party service, integrations, or applications.
  2. Any changes made to the System by the Client are the sole responsibility of the Client, and the Provider shall not be liable for any problems that arise from those changes.
  3. The Provider is not responsible for malfunctions, security vulnerabilities, or failures of client-owned equipment.
  4. The Provider is not liable for damage to pre-existing wiring, fixtures, or systems unless caused by gross negligence or intentional misconduct. Risk of loss for any installed Equipment remains with the Provider until ownership transfers to the Client pursuant to Section 8.
  5. Except for Provider’s confidentiality and indemnity obligations, respectively, and except for actions or claims arising from gross negligence or intentional or willful misconduct, Provider’s total liability to Client shall not exceed: the greater of (a) the total Provider fees assessed in the last 60 days prior to any claim or (b) the amount of recoverable insurance, regardless of whether any action or claim is based upon contract, warranty, tort (including negligence) or strict liability.
  6. Neither party shall be liable, under any legal or equitable theory of law, with respect to any subject matter of this agreement for any indirect, special, incidental, consequential or punitive damages of any kind, including lost profits, business, contracts, revenue, goodwill, production, and anticipated savings or data, even if informed of the possibility of such damages in advance.

13. Disclaimer of Warranty

  1. Except for the express warranties set forth in this Agreement, nothing in this Agreement shall be construed as a representation or warranty by either Party (i)that any Licensed Product made, used, sold or otherwise disposed of under this Agreement is or will be free from infringement of patents, copyrights, trademarks or other intellectual property rights of any Third Party; (ii)regarding the effectiveness, value, safety, or non-toxicity of any technology; or (iii)that any Licensed Product will obtain Regulatory Approval or achieve any other milestone events. The Provider does not guarantee uninterrupted network performance or specific Internet speeds, which may be dependent on third-party Internet Service Providers or client-owned equipment.
  2. EXCEPT AS EXPRESSLY SET FORTH IN THIS SERVICE AGREEMENT, THE SERVICE(S) TO BE PURCHASED UNDER THIS SERVICE AGREEMENT ARE FURNISHED AS IS, WHERE IS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR NON-INFRINGEMENT.

14. Independent Contractor

  1. Nothing in this Agreement creates an employment, partnership, or joint venture relationship. Provider works independently.
  2. The Provider may engage qualified subcontractors to perform portions of the Services, provided that the Provider remains responsible for the performance of such subcontractors.

15. Governing Law and Venue

  1. This Agreement is governed by the laws of Virginia. Disputes shall be resolved in Loudoun County courts.

16. Severability and Survivability

  1. If any provision, or portion thereof, of this Agreement shall be held by a court of competent jurisdiction to be invalid, void, or otherwise unenforceable, the remaining provisions shall remain enforceable to the fullest extent permitted by law. Furthermore, to the fullest extent possible, the provisions of this Agreement (including, without limitation, each portion of this Agreement containing any provision held to be invalid, void, or otherwise unenforceable, that is not itself invalid, void, or unenforceable) shall be construed so as to give effect to the intent manifested by the provision held invalid, void, or unenforceable. 
  2. The following sections shall survive the expiration or termination of the Agreement: Acceptable Use, Payment Terms, Confidentiality, Indemnification, Limitation of Liability, Independent Contractor, Governing Law and Venue, and Entire Agreement. 

17. Entire Agreement

  1. This document and its referenced clauses/provisions constitute the full agreement between the parties. Oral or previous written agreements are heretofore nullified and to be considered void.