Legal / Terms of Service
Clear terms,
no surprises.
The agreement behind CTX managed IT, security, voice and Business SMS services, written to be read, not buried.
01Agreement to these terms
These Terms of Service ("Terms") govern the managed IT, cybersecurity, network, cabling, surveillance, Apple device management, business voice, Business SMS, AI and related services (the "Services") provided by CTX Technology ("CTX," "we" or "us") to the business that orders them ("Client" or "you").
By signing a quote, proposal, statement of work or services agreement (each an "Order"), or by using the Services, you agree to these Terms. If an Order conflicts with these Terms, the Order controls for that engagement. The person accepting confirms they are authorized to bind the Client.
02Services and scope
- The Services, quantities, pricing and service levels are described in each Order. Anything not listed in an Order is out of scope and may be quoted separately.
- Managed plans (Core, Shield, Signal and Forge) are billed per user per month and carry the minimums stated in the Order or on our website.
- Projects such as network segmentation, cabling, camera systems, migrations and onboarding are quoted separately and may be approved in phases.
- We may update tools, vendors and methods used to deliver the Services, provided the overall level of service is not materially reduced.
03Your responsibilities
- Provide accurate information, timely decisions and a primary point of contact.
- Provide administrative access, credentials and on site access reasonably needed to perform the Services.
- Maintain valid licenses for software and hardware in your environment, unless CTX supplies them under an Order.
- Follow reasonable security recommendations, including multi factor authentication, and tell us promptly about suspected security incidents, staff changes and new locations.
- Use the Services lawfully and only for business purposes.
05Security and data
Cybersecurity is a shared responsibility. CTX will use commercially reasonable measures to protect the systems we manage, but no service can prevent every security incident, outage or data loss. We do not guarantee that the Services will be uninterrupted or error free or that your systems will be free of malware or unauthorized access.
- You own your data. We access it only to provide the Services and as described in our Privacy Policy.
- Backup and disaster recovery are included only where listed in an Order. You are responsible for verifying that critical data is backed up.
- Unless an Order states otherwise, CTX is not responsible for regulatory compliance programs (such as HIPAA, PCI or CJIS), though we can help you meet technical requirements under a separate scope.
06Third party products and services
The Services may include or depend on products from third parties, such as Microsoft, Google, Apple, voice and messaging carriers, internet providers, security vendors and hardware manufacturers. Those products are subject to the third party's own terms. CTX is not responsible for third party outages, product changes, price changes or end of life decisions, but we will help you work through them.
07Business voice and E911
Internet based phone service (VoIP) handles 911 calls differently from traditional phone service. 911 calls may not work, or may be routed incorrectly, during a power outage, an internet or network outage, or if a device is moved to a new location without updating its registered address.
- You must give CTX the accurate physical address, including suite or floor, for every location and device, and tell us before moving any phone or user to a new location.
- Keep backup power or an alternate way to call 911, such as a mobile phone, available.
- Inform all users of these limitations. Warning labels are available on request.
- Numbers and porting: you keep ownership of numbers you port to CTX. Porting timelines depend on the losing carrier. If you leave CTX, we will release your numbers to your new provider once your account is current.
- Call recording: if you enable recording, you are responsible for giving any notices and obtaining any consents required by the laws that apply to your calls.
- Taxes and fees: voice pricing is shown before applicable taxes, regulatory fees and surcharges, which are billed as required.
- Acceptable use: voice services may not be used for robocalling, auto dialing without consent, spoofing caller ID, fraud or any unlawful purpose.
08Business SMS terms
CTX Technology text messages
CTX Technology sends text messages to clients and contacts who opt in. Messages are customer care and service messages only: support ticket updates, appointment and on site visit scheduling, service and maintenance notices, security alerts and account or billing notices. You can opt in by providing your mobile number on a form on our website, on a signed agreement or onboarding form, or by giving verbal consent to a CTX team member, and by agreeing to receive texts.
Carriers are not liable for delayed or undelivered messages. You can opt back in at any time by texting START to the same number. Our handling of your mobile information is described in the Privacy Policy. No mobile information will be shared with third parties or affiliates for marketing or promotional purposes.
Clients using CTX Business SMS
If you send text messages using Business SMS service provided by CTX, you are the sender of those messages and agree to:
- Register your brand and campaign through the 10DLC process with accurate information, and send only the message types your campaign describes.
- Obtain and record clear consent from each recipient before texting, using only the opt in methods you registered, and keep consent records for at least four years.
- Honor STOP, HELP and other opt out requests immediately, and include your business name and opt out instructions where required.
- Comply with the Telephone Consumer Protection Act, CTIA Messaging Principles and Best Practices, carrier codes of conduct and all applicable laws.
- Publish a privacy policy and SMS terms on your website when your campaign requires them.
- Not send prohibited content, including content related to illegal activity, hate speech, phishing, unsolicited marketing or other content restricted by carriers (often summarized as SHAFT: sex, hate, alcohol, firearms and tobacco).
Carriers may filter, delay or block messages, and registration approval is decided by carriers and registries, not CTX. CTX may suspend messaging that violates these Terms or carrier rules. You are responsible for carrier fines or penalties resulting from your messaging.
09Fees, billing and payment
- Recurring fees are billed monthly in advance. Project and one time fees are billed as stated in the Order.
- Unless an Order states otherwise, invoices are due within 15 days of the invoice date.
- Late balances may incur a late fee of 1.5% per month or the maximum allowed by law, whichever is less, and CTX may suspend non essential Services after written notice if an account is more than 30 days past due. We will not intentionally disrupt access to 911.
- User counts are reconciled monthly. Additions are billed from the date added.
- We may adjust pricing with at least 30 days written notice. Existing clients keep agreed rates for the term stated in their Order.
- Fees exclude taxes, which you are responsible for, other than taxes on CTX's income.
10Term and termination
- Each Order starts on the date stated in it and continues for the term listed. If no term is listed, the Order renews month to month.
- Either party may end a month to month Order with 30 days written notice.
- Either party may terminate an Order if the other materially breaches these Terms and does not cure the breach within 30 days of written notice.
- On termination, you pay for Services provided through the end date and any non cancellable third party costs CTX incurred for you.
11Transition and offboarding
When a relationship ends, CTX will cooperate in good faith with you or your new provider to transfer administrative credentials, documentation and number ports, provided your account is current. Transition work beyond normal handoff may be billed at our standard rates. We will then remove our tools and access from your environment.
12Confidentiality
Each party will protect the other's confidential information with at least reasonable care and use it only to perform under these Terms. Confidential information does not include information that is public, already known, independently developed or lawfully received from someone else. Either party may disclose confidential information if required by law, after giving notice where allowed.
13Warranties and disclaimers
CTX will perform the Services in a professional and workmanlike manner. If we do not, tell us within 30 days and we will re perform the affected Services, which is your sole remedy for that warranty. Except as stated in these Terms, the Services are provided "as is," and CTX disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose and non infringement.
14Limitation of liability
To the fullest extent allowed by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or business opportunity, even if advised of the possibility.
CTX's total liability arising out of these Terms or the Services will not exceed the fees you paid CTX for the affected Services during the three months before the event giving rise to the claim. These limits do not apply to a party's fraud, gross negligence or willful misconduct, or to your payment obligations.
15Indemnification
You will defend and indemnify CTX against third party claims arising from your data, your unlawful use of the Services, your text messaging and calling practices, or your violation of these Terms. CTX will defend and indemnify you against third party claims arising from CTX's gross negligence or willful misconduct in performing the Services.
16General terms
- Non solicitation: during an Order and for 12 months after, neither party will solicit for employment the other party's employees who worked on the Services, without written consent.
- Force majeure: neither party is liable for delays caused by events beyond its reasonable control, such as power, carrier or internet outages, natural disasters, or acts of government.
- Governing law: these Terms are governed by the laws of the State of Texas. Venue for any dispute lies in the state or federal courts serving Dallas County, Texas.
- Independent contractors: the parties are independent contractors.
- Assignment: neither party may assign these Terms without consent, except to a successor in a merger or sale of substantially all assets.
- Notices: notices must be in writing and may be sent by email to the contacts on the Order.
- Entire agreement: these Terms, the Orders and our Privacy Policy are the entire agreement on this subject. If any part is unenforceable, the rest remains in effect.
- Changes: we may update these Terms by posting a new version on this page. Changes apply to new Orders and renewals, and to existing Orders 30 days after notice.
17Contact us
CTX Technology, DFW, Texas