Master Service & Customer Support Agreement (Elink LLC)

1. Introduction and Parties

This Master Service & Customer Support Agreement (“Agreement”) is entered into by and between Elink LLC (“Elink” or “Provider”), a limited liability company that provides network and telecommunications services, and Client (“Client”), the property owner or manager identified in the statement of work (SOW) incorporating this Agreement. Elink and the Client are collectively referred to as the “Parties.”

This Agreement governs all services provided by Elink to the Client under any SOW during the contract term. Unless otherwise noted, all monetary amounts are in United States dollars (USD).

2. Definitions

Maintenance Director – The Client’s internal facilities or maintenance manager responsible for initial troubleshooting of minor issues.
Tenant – A resident or occupant of a property covered by this Agreement.
Tier‑1 Support – First‑line assistance dealing with straightforward issues such as password resets or simple connectivity problems. Tier‑1 staff handle initial contact, categorise issues and resolve routine problems .
Tier‑2 Support – Intermediate support performed by Elink specialists. Tier‑2 technicians handle escalated requests requiring deeper technical analysis, configuration changes or multi‑system coordination .
Tier‑3 Support – Expert‑level support provided by Elink’s senior engineers. Tier‑3 personnel address system‑wide failures and architectural issues that demand advanced technical knowledge .
Service Request – A request for support or maintenance received from the Tenant, the Client or the Maintenance Director.
Critical (Severity 1) – A complete service outage or failure that prevents the provision of network or telecommunications services to multiple users.
Urgent (Severity 2) – A significant degradation of service affecting many users or critical functions.
Non‑Critical (Severity 3) – A partial loss of non‑critical functionality or routine request .
Warranty – The manufacturer’s warranty on hardware (e.g., switches) sold to the Client, as further described in Section 8.

3. Scope of Services

3.1 Services Provided

Remote Support – Elink will provide remote technical support for the Client’s network, telecommunications and related systems. Remote support is available throughout the contract term and includes troubleshooting, diagnostics and configuration assistance. Remote support may resolve many issues without on‑site visits and is included in the service fee. Remote assistance is cost‑effective because it does not require travel and can be delivered quickly .
On‑Site Support – For issues that cannot be resolved remotely, Elink may dispatch technicians to the property. On‑site support is subject to the response times in Section 6 and the fees in Section 7.
Escalation – The Client’s Maintenance Director must manage routine or low‑level issues (Tier‑1) internally. Only unresolved issues are escalated to Elink’s Tier‑2 or Tier‑3 support team. Tier‑2 specialists handle complex diagnostics and configuration problems , while Tier‑3 engineers address unprecedented challenges and infrastructure changes .
Tenant Support – Tenants may contact Elink’s support desk for remote assistance. On‑site visits for individual tenant issues are subject to Section 7.
Wiring and Installation – Elink will perform initial wiring and installation as specified in the SOW. If wiring could not be completed during the initial installation because the Tenant or building management did not provide access, or for any other reason beyond Elink’s control, additional visits are considered outside the scope of this Agreement and subject to the fees in Section 7.

3.2 Exclusions

The following are excluded from the scope unless expressly stated in an SOW:

Construction, building modifications or any physical work unrelated to network or telecommunications systems.
Wiring work or hardware changes after the initial installation when caused by the Client’s or Tenant’s failure to provide access.
Neglect, misuse or damage caused by the Client, Tenants or third parties.
Routine property maintenance not directly related to Elink’s installed systems.

4. Roles and Responsibilities

Client Responsibilities:
- Provide prompt access to facilities and equipment for installation, maintenance and repairs. The Client acknowledges that the Contractor reserves the right to charge an additional fee when modifications are required due to the Client’s failure to provide access .
- Ensure the Maintenance Director or authorised personnel perform initial troubleshooting of minor issues before escalating to Elink.
- Notify Elink promptly of any service request and provide accurate details about the issue, including steps already attempted.
- Maintain a safe environment for Elink personnel when performing on‑site services.
Elink Responsibilities:
- Provide qualified technicians for remote and on‑site support.
- Perform remote problem diagnosis before dispatching technicians, following industry best practices .
- Use commercially reasonable efforts to respond to service requests within the timelines specified in Section 6.
- Replace covered hardware under warranty in accordance with Section 8.
- Maintain confidentiality of client and tenant information as described in Section 10.
Tenant Responsibilities:
- Report issues through Elink’s support channels and cooperate with remote support procedures.
- Provide safe and reasonable access for on‑site technicians when necessary.

5. Service Levels and Escalation

Severity Categories: The Parties agree to classify support incidents as follows:
- Severity 1 – Critical: Complete service outage affecting multiple users or properties .
- Severity 2 – Urgent: Significant degradation of service or failure impacting major functionality .
- Severity 3 – Non‑Critical: Partial loss of non‑critical functionality or routine support request .
Response and Resolution Times:
- Critical (Severity 1) – On‑site response within 12 hours.
- Urgent (Severity 2) – On‑site response within 24 hours.
- Non‑Critical (Severity 3) – On‑site response within 48 hours for Tier‑1 or Tier‑2 requests.
- Elink will use commercially reasonable efforts to resolve issues remotely or on‑site as quickly as practicable. Resolution times are targets, not guarantees; failure to meet a target does not constitute breach but may entitle the Client to the service credits (if applicable) specified in the SOW.
Escalation Process: The Maintenance Director must attempt Tier‑1 support before escalating to Tier‑2. If Tier‑2 cannot resolve the issue, it will be escalated to Tier‑3. Each escalation shall include a summary of diagnostic steps and relevant information , ensuring efficient resolution.

6. Fees and Billing

6.1 Remote Support

Remote support is included in the service fee. Elink offers remote assistance to tenants and maintenance personnel for the contract term at no additional charge.

6.2 On‑Site Support Charges

For on‑site visits requested after the initial installation, the Client shall pay:

Travel Fee – A minimum travel fee of $85 per dispatch. Travel fees cover costs such as technician travel time, mileage, ground transportation and overhead. Industry guidance notes that travel expenses often include airfare, ground transportation, lodging, meals and time in transit , and that such costs can become significant if not managed transparently . By setting a fixed travel fee, Elink provides predictability and avoids hidden charges.
Hourly Rate – An hourly labour rate of $175 per hour, billed in one‑hour increments. Market research for IT support services shows that hourly rates range from $100–250 per hour in the United States, with smaller cities averaging $85–175 and remote support typically 15‑25 % lower . Our rate aligns with these industry averages and reflects the higher costs associated with on‑site service in metropolitan areas like New York City .
Minimum Charge – The Client agrees to a minimum charge equal to the travel fee plus one hour of labour for any dispatch. Additional labour beyond the first hour is billed at the hourly rate.

6.3 Wiring and Additional Work

If Elink must return to a property to complete wiring or installation because access was not provided or tenants were unavailable during the initial installation, the visit is treated as on‑site support. The Client acknowledges that restricted access can cause additional travel and labour costs and agrees that each return trip will incur the travel and labour fees described above. There are no exceptions to these fees, which are necessary to cover the costs of dispatching personnel, coordinating logistics and travelling to the site .

6.4 Billing and Payment Terms

Elink will invoice the Client at the end of each month for any billable on‑site services.
Payments are due within 15 days from the invoice date unless otherwise agreed in writing.
Late payments accrue interest at 1.5 % per month (or the maximum rate permitted by law) on unpaid balances.
The Client shall pay all taxes, levies and charges imposed by governmental authorities in connection with the services.

7. Warranty and Hardware Replacement

Covered Hardware – Hardware supplied by Elink (such as network switches) is warranted solely under the manufacturer’s warranty.
Remote Diagnosis – Prior to dispatching on‑site technicians, Elink will perform remote diagnostics and troubleshooting .
Replacement Parts and Materials – If the hardware fault is confirmed and the equipment is within the warranty period, Elink will arrange replacement parts or units at no additional cost to the Client. Industry data sheets indicate that on‑site hardware support packages include replacement parts and materials and that replacement products are typically new or functionally equivalent to new .
No Dispatch Fee for Warranty – For equipment failures covered by the manufacturer’s warranty, Elink will not charge the travel fee or hourly labour for dispatching technicians to replace defective hardware.
Exclusions – Warranty coverage does not include consumable parts, accessories or issues resulting from misuse, neglect, unauthorized modifications or damage caused by the Client, tenants or third parties.
Out‑of‑Warranty Repairs – For hardware outside the warranty, the Client is responsible for all costs associated with diagnosis, replacement parts and on‑site labour, billed under Section 6.

8. Explanation of Wiring and Travel Charges

Elink charges for on‑site wiring work and travel for the following reasons:

Transparency of Travel Costs – Travel costs include not only mileage but also time in transit, coordination, lodging and meals . Many vendors fail to disclose these expenses, which can cause unexpected budget overruns . By setting a clear travel fee, Elink ensures that the Client understands and approves the costs associated with dispatching technicians.
Industry Pricing Benchmarks – IT support in metropolitan areas like New York City often commands rates of $200–350 per hour, whereas smaller cities average $85–175 . Elink’s hourly rate of $175 falls at the lower end of this range, providing a fair price for specialized technical services.
Remote vs On‑Site Cost Differences – Remote support eliminates travel costs and allows technicians to resolve issues quickly . On‑site support is inherently more expensive due to travel time, coordination and the need for physical presence. Accordingly, the Client agrees to pay travel and labour fees for on‑site services.
Access Issues – When wiring cannot be completed because tenants do not allow access or building management restricts entry, Elink must schedule additional trips. These additional visits incur actual costs for dispatch and labour, similar to any other on‑site service. The Client is therefore responsible for travel and labour fees for each return visit.

By accepting this Agreement, the Client acknowledges the necessity of these charges and agrees that they are not subject to waiver.

9. Limitation of Liability

To the maximum extent permitted by law, Elink’s total cumulative liability to the Client arising from or relating to this Agreement or the services shall not exceed the amount paid by the Client to Elink in the twelve (12) months preceding the event giving rise to the claim. Under no circumstances shall Elink be liable for any indirect, incidental, consequential, special or punitive damages, including lost profits, loss of data, business interruption or any other economic loss, even if advised of the possibility of such damages. This limitation applies regardless of the theory of liability (contract, tort or otherwise) and remains in force after termination of this Agreement.

9.1 Equipment Responsibility & Indemnification

The Parties acknowledge and agree that Elink is a service provider and does not design or manufacture the networking and telecommunications hardware installed at the property. Hardware devices such as switches, routers, access points and other infrastructure equipment are supplied by third‑party manufacturers. Elink’s role is limited to procuring, configuring and supporting such equipment under the manufacturer’s warranty. Accordingly, the following terms apply:

Equipment Ownership and Risk – Any hardware placed on the property that is not supplied by Elink remains the property and sole responsibility of the Client. Equipment owned by third parties or unaffiliated tenants is placed at the Client’s own risk; Elink has no liability whatsoever for third‑party equipment . Even when Elink supplies hardware, title to the equipment remains with the manufacturer until full payment is received and the equipment is subject exclusively to the manufacturer’s warranty. The Client acknowledges that Elink is not the manufacturer and has no control over product design or safety.
No Liability for Personal Injury or Property Damage – Elink shall not be liable for any harm, injury or damage to persons or property arising out of the installation, presence or use of any equipment at the property. Industry practice dictates that service providers do not assume liability for damage to customer premises or equipment during installation or removal . The Client accepts that all product liability claims, including claims of defective design, manufacturing defects or failure to warn, must be directed to the equipment manufacturer. Any damage resulting from misuse, abuse, improper maintenance or use of the equipment outside of its documented capabilities is not covered under this Agreement .
Manufacturer Warranty and Faults – Hardware sold to the Client is covered only by the manufacturer’s warranty, as set out in Section 7. Elink will facilitate warranty claims, but Elink makes no additional warranties beyond those provided by the manufacturer. If Elink’s personnel are requested to open or modify Client‑owned equipment, Elink assumes no liability for any resulting damage . If hardware fails due to manufacturer defects, the Client’s sole remedy is the manufacturer’s replacement or repair program.
Client’s Maintenance Responsibilities – The Client must maintain all equipment in accordance with the manufacturer’s specifications, including environmental requirements such as temperature, humidity and electrical protection. Equipment damaged by lightning, fire, flood, acts of God or failure to maintain a suitable environment is not covered by this Agreement . The Client is solely responsible for loss, theft or damage to equipment, including damage caused by tenants or third parties; replacement or repair costs for lost, stolen, damaged or weather‑damaged equipment are the Client’s responsibility . The Client must not relocate or tamper with equipment; service providers explicitly state that they accept no liability for equipment that is relocated by anyone other than their approved personnel .
Indemnification of Elink – The Client shall indemnify, defend and hold Elink harmless from any and all claims, damages, losses, liabilities, costs and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) personal injury, death or property damage caused by equipment installed at the property; (b) damage to the Client’s premises or equipment resulting from installation, removal or support services ; (c) any claim that equipment provided by the Client or third parties infringes the rights of others or fails to comply with safety regulations ; and (d) the Client’s failure to maintain equipment in accordance with the manufacturer’s specifications . This indemnification applies regardless of whether Elink or its subcontractors provided installation or support and survives termination of this Agreement.
No Waiver or Reduction of Charges – The limitations and indemnities in this Section 9.1 are fundamental to Elink’s willingness to provide services. They reflect industry norms that limit a service provider’s exposure to product liability and on‑site risks. The Client agrees that the fees set forth in Section 6 do not include insurance or contingency allowances for equipment‑related injuries or property damage and therefore cannot be waived, reduced or offset due to any claim of equipment failure.

10. Confidentiality and Data Protection

Each Party shall keep confidential all non‑public information obtained from the other Party. Elink will maintain appropriate administrative, technical and physical safeguards to protect the security and privacy of Client and Tenant data. Personal data will be accessed only as needed to provide services and will not be disclosed to third parties except as required by law or with Client’s consent.

11. Term and Termination

Term – This Agreement commences on the Effective Date and continues for the length of the Client’s contract term as specified in the SOW. Remote support is available throughout the entire term.
Termination for Cause – Either Party may terminate this Agreement if the other Party materially breaches any provision and fails to cure such breach within thirty (30) days after receiving written notice.
Termination for Convenience – The Client may terminate the Agreement for convenience only as permitted in the SOW, subject to payment of any applicable termination fee.
Effect of Termination – Upon termination, the Client shall pay all amounts due for services rendered prior to termination. Sections regarding payment, confidentiality, limitation of liability and dispute resolution survive termination.

12. Dispute Resolution

The Parties agree to attempt in good faith to resolve any dispute arising under this Agreement by negotiation. If negotiations fail, disputes will be submitted to binding arbitration administered by a mutually agreed arbitral organisation. The place of arbitration shall be New York, New York, and the proceedings shall be conducted in English. Judgment on the award may be entered in any court of competent jurisdiction.

13. Miscellaneous

Entire Agreement – This Agreement, together with any SOW, constitutes the entire agreement between the Parties and supersedes all prior communications and agreements.
Amendments – Any amendment or waiver must be in writing and signed by both Parties.
Force Majeure – Neither Party is liable for failure to perform due to causes beyond its reasonable control.
Assignment – The Client may not assign this Agreement without Elink’s prior written consent.
Governing Law – This Agreement shall be governed by the laws of the State of New York.
Severability – If any provision is found unenforceable, the remaining provisions remain valid.
Notices – All notices must be in writing and delivered by email or certified mail to the addresses specified in the SOW.