Terms Governing SAIORA IT Services, Subscriptions, Payments, and Billing

1. Acceptance of Terms

These Terms of Service ("Terms") apply to all services, subscriptions, and products provided by SAIORA IT Techno Inc. ("SAIORA", "we", "us", or "our") to a customer ("Customer", "you", or "your").

By paying through a SAIORA payment link, accepting a quote or proposal, signing a service agreement, or using our services, you agree to these Terms on behalf of yourself and, where applicable, the business or organization you are authorized to represent.

If a separate written agreement, statement of work, managed service agreement, or signed proposal exists between SAIORA and the Customer, that agreement will also apply. Where there is a direct conflict, the signed written agreement will govern to the extent of that conflict.

Use of SAIORA software applications, dashboards, and connected services is also governed by our Application Terms. The handling of personal information is described in our Privacy Policy.

2. Services Covered

These Terms apply to, without limitation:

• Managed IT services and support plans (per user, per device, or flat-rate)
• Microsoft 365, SharePoint, Exchange Online, and other Microsoft licences
• Other recurring subscriptions, including backup, email security, endpoint protection, cloud hosting, website hosting, and monitoring
• One-time services, including onboarding, setup, migrations, consulting, and projects
• Website development, redesign, and maintenance
• Prepaid support hour blocks
• Hardware, software, and installation services

3. Quotes, Orders, and Agreements

Quotes and proposals are valid for thirty (30) days from the date issued unless otherwise stated.

An order is accepted when the Customer pays through a SAIORA payment link, accepts a quote in writing (including by email), or signs a service agreement.

Work outside the scope described in a quote, proposal, or service plan is considered additional work and may be billed separately at our then-current rates, with notice to the Customer before the work begins where reasonably possible.

4. Pricing and Taxes

All prices are in Canadian dollars (CAD).

Unless stated otherwise on the quote, invoice, or payment page, prices shown on SAIORA payment links include applicable GST and PST. Where a quote or invoice shows taxes separately, the taxes shown will be added to the price.

The Customer is responsible for any taxes, duties, or government charges that apply to the services purchased, other than taxes on SAIORA's income.

5. Payment Authorization and Billing

Payments are processed securely by our payment processor, Stripe. SAIORA does not store full card numbers or bank account numbers.

By providing a payment method, the Customer:

• Confirms they are authorized to use that payment method
• Authorizes SAIORA to charge that payment method for the amounts shown at checkout, including recurring subscription charges, until the subscription is cancelled in accordance with these Terms
• Authorizes charges for agreed changes, such as additional users or licences, and any prorated amounts

For payments made by Canadian pre-authorized debit (PAD), the Customer agrees to the PAD agreement presented at checkout, which forms part of these Terms.

Receipts are sent to the email address provided at checkout. Customers can view payment history and update their payment method through the SAIORA customer billing portal.

6. Subscriptions and Automatic Renewal

Recurring services are billed in advance on a monthly or annual basis, as selected at checkout.

Subscriptions renew automatically at the end of each billing period for the same period, and the payment method on file will be charged on each renewal date, until the subscription is cancelled in accordance with Section 11.

For annual subscriptions, we send a renewal reminder by email at least seven (7) days before the renewal date.

7. Microsoft 365 and Third-Party Licences

Microsoft 365 and other Microsoft licences are provided through Microsoft's licensing programs and are subject to Microsoft's terms, including the Microsoft Customer Agreement, which the Customer agrees to accept as a condition of receiving Microsoft licences.

Microsoft offers different commitment terms:

• Monthly term: licences may be reduced or cancelled at the end of any monthly term.
• Annual term (paid monthly or paid upfront): the Customer commits to the number of licences for the full 12-month term. Licences on an annual term cannot be cancelled or reduced before the end of the term, and the Customer remains responsible for payment for the full term, even if the licences are no longer used.

Microsoft allows only a short cancellation window after purchase or renewal (currently up to 7 days, subject to Microsoft's rules). Requests made within this window will be handled in accordance with Microsoft's policies.

Licence pricing may change when Microsoft changes its prices. Any change will apply from the next renewal, and we will provide notice as described in Section 18.

Third-party software and services are subject to the applicable vendor's terms. SAIORA is not responsible for changes, outages, or discontinuation of third-party products outside our reasonable control.

8. Changes to Users, Seats, and Plans

Customers may request to add or remove users, devices, or licences, or change plans, by contacting SAIORA by email.

• Additions take effect when provisioned and are billed on a prorated basis for the remainder of the current billing period.
• Reductions take effect at the end of the current billing period, subject to any minimum commitment and the annual-term restrictions in Section 7.
• Plan upgrades take effect immediately and are prorated. Plan downgrades take effect at the start of the next billing period.

9. Upfront Payments, Deposits, and Prepaid Services

Project deposits: Projects, including website development, migrations, and infrastructure work, may require a deposit before work begins, as stated in the quote. Deposits secure scheduling and resources and are non-refundable once work has started.

Annual prepayments: Annual plans paid upfront cover the full 12-month term and are non-refundable, except as required by law or as stated in Section 12.

Prepaid support blocks: Prepaid support hours are valid for twelve (12) months from the date of purchase. Unused hours expire after that period and are non-refundable and non-transferable.

Payments of quoted amounts: Where a Customer pays a quoted amount through a SAIORA payment link, the Customer should include the quote or reference number so the payment can be applied correctly.

10. Failed Payments and Suspension

If a recurring payment fails, we will automatically retry the payment over a period of approximately two (2) weeks and notify the Customer by email with a secure link to update their payment method.

If payment remains outstanding, SAIORA may, after giving notice by email:

• Suspend non-essential services, support, or project work
• Suspend or reduce access to managed services, hosting, or subscriptions after fifteen (15) days past due
• Suspend or not renew Microsoft or other third-party licences

Services will be restored once all outstanding amounts are paid. The Customer remains responsible for amounts owed for services provided and for licence commitments made on the Customer's behalf. Reasonable costs of collecting overdue amounts may be charged to the Customer where permitted by law.

11. Cancellation

To cancel a subscription, the Customer must provide written notice by email to info@saiorait.com.

• Managed IT services: thirty (30) days' written notice is required. Cancellation takes effect at the end of the billing period after the notice period ends.
• Monthly subscriptions (other than managed IT): cancellation takes effect at the end of the current billing period.
• Annual subscriptions: cancellation stops the next renewal. The current annual term remains payable in full.
• Microsoft 365 annual-term licences: subject to Section 7.

Cancellation does not entitle the Customer to a refund of amounts already paid for the current billing period, except as stated in Section 12.

Upon cancellation, SAIORA will provide reasonable assistance with offboarding, such as transferring administrative credentials and documentation. Offboarding work beyond basic handover may be billed at our then-current rates.

12. Refunds

Because our services involve time, expertise, and third-party commitments made on the Customer's behalf, payments are generally non-refundable, including for:

• Services already performed and project work completed
• The current billing period of any subscription
• Microsoft and other third-party licences already purchased, except where the vendor issues a credit to SAIORA
• Hardware that has been opened, installed, or special-ordered
• Expired or unused prepaid support hours

Refunds may be issued at SAIORA's discretion, or where required by law, in cases such as:

• Duplicate or incorrect charges caused by a billing error
• Services paid for that SAIORA is unable to deliver
• A Microsoft licence cancelled within Microsoft's permitted cancellation window, to the extent Microsoft credits SAIORA

Approved refunds are returned to the original payment method, typically within 5 to 10 business days.

13. Payment Disputes

If you believe a charge is incorrect, please contact us at info@saiorait.com or +1 (604) 836-2708 before contacting your bank or card issuer. Most billing questions can be resolved quickly.

If a Customer initiates a chargeback or payment dispute for services that were provided or committed in accordance with these Terms, SAIORA may provide these Terms, payment records, and service records to the payment processor and card issuer, may suspend services while the dispute is open, and may recover the disputed amount and any associated dispute fees.

14. Scope of Managed Services

Each managed service plan includes the services described in the applicable plan, quote, or service agreement. Unless expressly included, the following are generally outside the scope of managed services and may be billed separately:

• New projects, installations, office moves, and major upgrades
• Hardware, software, and licence costs
• On-site visits outside the agreed service area or included allowance
• Work required due to misuse, unauthorized changes, or third-party actions
• Recovery from incidents caused by the Customer's failure to follow reasonable security recommendations
• After-hours or emergency work outside the agreed support hours

SAIORA will inform the Customer before performing billable out-of-scope work, except where urgent action is reasonably required to protect the Customer's systems or data.

Response times and service levels apply only where specified in a written service agreement.

15. Customer Responsibilities

The Customer agrees to:

• Provide accurate contact, billing, and business information, and keep it current
• Provide timely access to systems, premises, and personnel reasonably required to deliver services
• Ensure that users follow reasonable security practices, including protecting passwords and using multi-factor authentication where recommended
• Maintain valid licences for software used in its environment
• Notify SAIORA promptly of security incidents, outages, or changes that may affect services
• Maintain backups of its data unless backup services are provided by SAIORA under a paid plan

16. Hardware and Third-Party Products

Hardware and third-party products are supplied subject to the manufacturer's or vendor's warranty and return policies. SAIORA will assist with warranty claims where reasonably possible, and assistance beyond basic coordination may be billable.

Title to hardware passes to the Customer upon full payment. Special-order items may require full payment in advance and are non-returnable.

17. Limitation of Liability

SAIORA will perform services with reasonable care and skill, consistent with generally accepted industry practices. No system, network, or service can be guaranteed to be uninterrupted, error-free, or completely secure.

To the maximum extent permitted by applicable law, SAIORA will not be liable for indirect, incidental, special, punitive, or consequential damages, or for loss of profits, revenue, business opportunity, goodwill, or data.

To the maximum extent permitted by applicable law, SAIORA's total liability arising from or related to the services will not exceed the amounts paid by the Customer to SAIORA for the affected service during the three (3) months immediately preceding the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited under applicable law.

18. Changes to Services, Pricing, and Terms

SAIORA may change its pricing for recurring services by providing at least thirty (30) days' notice by email. Price changes take effect at the start of the next billing period after the notice period. Changes to third-party licence prices, such as Microsoft price changes, may be passed through at the next renewal with as much notice as reasonably possible.

SAIORA may update these Terms from time to time. Material changes will be reflected on this page by updating the "Last Updated" date and, for active subscribers, communicated by email. Continued use of services after changes take effect constitutes acceptance of the updated Terms.

19. Governing Law

Unless otherwise stated in an applicable written agreement, these Terms are governed by the laws of the Province of British Columbia and the applicable federal laws of Canada, without regard to conflict-of-law principles.

Subject to any dispute-resolution provisions in an applicable agreement, disputes relating to these Terms will be subject to the jurisdiction of the courts of British Columbia, Canada.