ITKeepers — Terms of Service & Acceptable Use Policy

1. Introduction

Welcome to ITKeepers (“ITKeepers,” “we,” “us,” or “our”). We are a Managed Service Provider (MSP) delivering IT infrastructure, cloud, security, and support services to clients in the United States and across the Middle East and North Africa (MENA) region. By ordering, accessing, or using our services, the customer (“Client,” “you”) agrees to these Terms of Service (“Terms”) and our Acceptable Use Policy (“AUP”).

These public-facing terms are designed for clarity and align with industry practice: core legal terms, policies (including AUP and abuse handling), service descriptions, and service levels are read together as the full agreement between you and ITKeepers.

2. Contract Structure

Each Client relationship consists of one or more of the following documents (together, the “Agreement”):

• Service Agreement / Order / Statement of Work (SOW) — commercial terms and selected services;
• Policies — including this AUP and Abuse Handling procedures;
• Service Specifications — service features and technical scope;
• Service Level Agreement (SLA) — support hours, response times, availability targets;
• Data Protection Addendum (if applicable) — data processing and cross-border transfer terms.

If there is a conflict, the order of precedence is: (1) SOW/Order, (2) Data Protection Addendum, (3) SLA, (4) Policies (including AUP), then (5) these Terms.

3. Scope of Services

ITKeepers provides managed and professional services, which may include: infrastructure design and operations; cloud and on-prem deployments; cybersecurity monitoring and incident response; endpoint protection; backup and disaster recovery; automation and software deployment; networking and email security; and end-user support and consultancy. The specific services, deliverables, milestones, and SLAs are defined in the applicable SOW/Order and Service Specifications.

4. Client Responsibilities

1. Lawful Use. Use all services in compliance with applicable laws and this AUP.
2. Access & Security. Safeguard accounts, credentials, keys, and MFA; promptly notify ITKeepers of suspected compromise.
3. Licensing. Maintain valid licenses for Client-provided software, data, and content.
4. Cooperation. Provide timely access, information, and approvals reasonably required for service delivery.
5. Abuse Readiness. Maintain an abuse handling procedure and a responsive contact to address abuse notifications within required timeframes (see Section 6).

5. Acceptable Use Policy (AUP)

The AUP ensures safe, lawful, and responsible use of our services by Clients and their end users. Prohibited use includes (without limitation):

5.1 Illegal or Harmful Activities

• Violating any applicable law or regulation; infringing intellectual property or privacy rights;
• Hosting, distributing, or linking to illegal content, including child sexual exploitation material (CSEM) or extremist content;
• Fraud, phishing, identity theft, unauthorized access, or circumvention of authentication.

5.2 Network & Security Violations

• Deliberate introduction of malware, ransomware, or malicious code;
• Denial-of-Service (DoS/DDoS), port scanning without authorization, traffic flooding, or interference with service stability;
• Bypassing or disabling security controls, rate limits, or abuse mitigations (e.g., brute-force attempts).

5.3 Messaging & Resource Abuse

• Sending unsolicited commercial communications or spam;
• Open relay mail servers or misconfigured services enabling abuse;
• Excessive or abusive consumption of shared resources that degrades service for others.

5.4 Content Standards

• Defamatory, obscene, or inciting violence; doxxing or targeted harassment;
• Content or activities that are unlawful in the country where services are provided or accessed.

Client is responsible for end users’ compliance with this AUP. ITKeepers may apply mitigation (e.g., rate-limiting, IP blocks) to protect platform stability.

6. Abuse Handling & Enforcement

Abuse Reporting. Suspected abuse involving ITKeepers services can be reported to: [Abuse Email].

Client Abuse Procedure. Client must maintain an abuse handling procedure compatible with these Policies and promptly remediate issues identified in abuse notifications. For severe categories (e.g., CSEM), Client must act immediately upon notice.

Initial Timeframes. ITKeepers expects confirmation and remediation within commercially reasonable windows after notification. As guidance:

• Severe harm/illegal content (e.g., CSEM): immediate action (target within 1 hour where feasible);
• Other abuse (e.g., spam, phishing, malware, brute force, copyright): acknowledgement within 24 hours and remediation within 24–48 hours.

Timeframes may be shortened by law, upstream providers, or imminent risk.

Mitigation Measures. To protect the security of our services and third parties, ITKeepers may (without liability) take proportionate measures, including traffic filtering, IP blocks, temporary suspension, or disabling affected components. Repeated or material violations may result in service suspension or termination (see Section 13).

Evidence & Transparency. We may request logs or evidence of remediation. When legally permitted, we may share high-level information about abuse handling with affected stakeholders.

7. Data Protection & Privacy

Both parties will comply with applicable data protection laws. Where ITKeepers processes personal data for Client, a Data Protection Addendum (“DPA”) will apply, including cross-border transfer mechanisms as needed (e.g., SCCs, regional equivalents). Client is responsible for a lawful basis for processing and for end-user disclosures/consents in the jurisdictions where it operates (USA and MENA).

8. Service Availability & Maintenance

Planned maintenance windows and support tiers are defined in the SLA. Emergency maintenance may occur when necessary for security or stability. We do not guarantee uninterrupted service, but we apply commercially reasonable efforts consistent with the agreed SLA.

9. Fees, Payment & Taxes

Fees and payment terms are specified in the SOW/Order. Invoices are due as stated therein. Late or non-payment may trigger late fees, collection costs, and suspension. Prices are exclusive of taxes, duties, and withholdings unless otherwise stated.

10. Warranties & Disclaimers

Except as expressly stated in the SOW/Order or SLA, services are provided “as is” and “as available,” without warranties of merchantability, fitness for a particular purpose, or non-infringement.

11. Limitation of Liability

To the fullest extent permitted by law: (a) neither party is liable for indirect, incidental, consequential, special, punitive, or exemplary damages; and (b) each party’s aggregate liability arising out of or relating to the Agreement will not exceed the fees paid or payable by Client for the affected service in the three (3) months preceding the event giving rise to liability. Nothing limits liability for willful misconduct or amounts that cannot be limited by law.

12. Indemnification

Client will indemnify and hold harmless ITKeepers and its personnel from third-party claims, damages, fines, and costs arising out of: (a) Client’s or end users’ breach of these Terms/AUP; (b) Client content or unlawful processing; or (c) misuse of the services.

13. Term, Suspension & Termination

The term and renewal/cancellation rules are stated in the SOW/Order. ITKeepers may suspend or restrict services immediately if necessary to address abuse, security risks, non-payment, or legal obligations. Either party may terminate for material breach not cured within the cure period stated in the SOW/Order. Upon termination, Client must pay all amounts due and cease use of the services.

14. Governing Law & Dispute Resolution

USA Clients: These Terms are governed by the laws of the State of Florida, excluding conflict of laws rules. Venue and exclusive jurisdiction lie in the state or federal courts located in [County, State].

MENA Clients: These Terms are governed by the laws of the country where the applicable SOW/Order was executed (unless the SOW specifies otherwise). Venue and jurisdiction are as set out in the SOW/Order.

15. Changes to these Terms

We may update these Terms, Policies, and Specifications from time to time (e.g., to reflect legal, technical, or security updates). The current version will be posted on this page with an updated effective date. Material changes will be notified via reasonable means. Continued use after the effective date constitutes acceptance.

16. Contact