SERVER BUILD & INFRASTRUCTURE MANAGEMENT

1.0 PURPOSE AND BINDING AGREEMENT

1.1 Intent of Policy This Master Service Agreement and Operational Policy (herein referred to as the “Agreement”) constitutes a legally binding contract between Cree Innovation and Technology Corp. (“Cree IT”) and the Customer (“Client”). This Agreement serves as the singular, comprehensive operational standard for the CreeNet Managed Network service, completely superseding any prior tiered service models. It exhaustively dictates the operational boundaries, Service Level Agreement (SLA) commitments, mutual responsibilities, and strict legal liabilities surrounding all active CreeNet deployments.

1.2 Acceptance of Terms By utilizing the CreeNet network infrastructure, authorizing the deployment of Cree IT hardware configurations, or submitting support requests to Cree IT personnel, the Client unconditionally accepts and agrees to be bound by every term, operational boundary, and liability limitation outlined herein.

2.0 DEFINITIONS

2.1 CreeNet Architecture: The holistic, standardized network infrastructure engineered and managed by Cree IT, encompassing the routing logic, firewalls, switches, and wireless access points deployed at the Client site.

2.2 Virtual Local Area Network (VLAN): A logically separated, isolated network segment within the broader physical network, utilized to securely segregate specific classes of traffic.

2.3 Tailscale Management Mesh: The specific zero-configuration mesh routing protocol deployed by Cree IT to facilitate secure administrative access.

2.4 Service Level Agreement (SLA): The strictly defined, contractual timeframes within which Cree IT guarantees to acknowledge and initiate troubleshooting for network-related incidents.

2.5 Intervention Number: The official, systemic tracking identifier generated by Cree IT’s ticketing platform. The generation of this number is the singular trigger for the commencement of the SLA countdown.

2.6 Scope Creep: The unauthorized or unpaid expansion of a project or managed service boundary beyond its initially defined maintenance parameters.

3.0 SCOPE OF SERVICES (INCLUSIONS)

Cree IT provides a single, comprehensive network management standard. Deliverables are strictly limited to the following parameters:

3.1 Proactive Health and Security Monitoring

• 3.1.1 Active Telemetry: Deployment of continuous, automated polling agents to track hardware availability states (up/down) across the managed infrastructure.
• 3.1.2 Threat Detection: Active monitoring of edge firewall telemetry to identify anomalous bandwidth saturation, malicious traffic spikes, and unauthorized inbound intrusion attempts.

3.2 Firmware and Lifecycle Management

• 3.2.1 Controlled Patching: Routine, systematic deployment of thoroughly tested firmware upgrades and critical security patches across all managed routing, switching, and wireless hardware to mitigate documented vulnerabilities.

3.3 Configuration Archives and Off-Site Redundancy

• 3.3.1 Encrypted Archives: Automated, cryptographic backups of the entire network architecture state and firewall rule sets.
• 3.3.2 Secure Repository: Configuration files are routinely transmitted to an encrypted, off-site environment to ensure rapid, total-state recovery in the event of a catastrophic local hardware failure.

3.4 Network Segmentation and Traffic Isolation

• 3.4.1 VLAN Engineering: The logical, strict isolation of internal network traffic via VLANs. Cree-IT will engineer distinct boundaries ensuring that operational workstations, unverified guest Wi-Fi devices, and vulnerable IoT hardware (e.g., security cameras) cannot electronically interact.

3.5 ISP Liaison and Carrier Management

• 3.5.1 Direct Representation: During verified internet outages, Cree-IT will act as the Client’s direct technical proxy, managing troubleshooting and technical communications directly with upstream Internet Service Providers (ISPs) to accelerate resolution without requiring Client mediation.

3.6 Secure Remote Administration

• 3.6.1 Zero-Trust Routing: Cree IT utilizes Tailscale for secure, point-to-point remote management traffic. This explicitly replaces the need for legacy VPN tunnels, ensuring a highly resilient and segmented administrative pathway to the network edge for rapid configuration changes.

4.0 EXCLUSIONS AND OUT-OF-SCOPE SERVICES

To maintain the operational integrity of the network standard, the following boundaries are strictly enforced:

4.1 Total Restriction of Administrative Access

• 4.1.1 Closed Ecosystem: Under no circumstances will the Client, their internal staff, or any third-party vendor be granted administrative credentials to the firewalls, core switches, access points, or underlying routing infrastructure managed by Cree IT.

4.2 Scope Creep and New Project Delineation

• 4.2.1 Maintenance Boundary: The CreeNet managed service exclusively covers the ongoing maintenance, monitoring, security, and minor administrative adjustment of the existing, documented network footprint.
• 4.2.2 Definition of a New Project: Any request that alters the physical infrastructure or significantly expands the network—including adding new switches, deploying a fleet of new workstations, running physical ethernet cabling, or altering server architecture—is strictly classified as a “New Project.” These tasks fall outside the monthly SLA and require an independent Statement of Work (SOW).

4.3 High-Voltage and Electrical Infrastructure

• 4.3.1 Engineering, Not Electrical: Cree IT operates exclusively as an IT network engineering firm. Our personnel are not certified electricians. Any requirement to run, alter, or terminate high-voltage (120V/240V) electrical lines to support network racks or hardware is explicitly out-of-scope and must be executed by a Client-contracted, certified electrical tradesperson.

5.0 SERVICE LEVEL AGREEMENT (SLA) & INTERVENTION PROTOCOLS

5.1 Official Support Channels

1. 5.1.1 Mandatory Routing: All support requests, incident reports, and administrative changes must be submitted exclusively through Cree IT’s official channels: [email protected] or via direct dial to the support line at 867-875-7870.

5.2 Response Guarantee

• 5.2.1 Priority Escalation: Active CreeNet subscribers bypass standard service queues. Cree IT strictly guarantees a maximum one (1) hour response time during standard business hours (Monday through Friday, 09:00h to 18:00h MST).
• 5.2.2 Definition of Response: “Response time” is legally defined as the interval before a Cree IT engineer acknowledges the ticket, triages the technical fault, and actively initiates the troubleshooting sequence. It is not a guarantee of resolution within one hour.

5.3 The Intervention Number Trigger (CRITICAL)

• 5.3.1 SLA Inactivity: The SLA response countdown does not begin when the Client attempts contact.
• 5.3.2 Official Trigger: The SLA clock officially commences only at the precise moment Cree IT’s ticketing system replies with a formally generated “Intervention Number.”
• 5.3.3 Text Message Invalidation: While Clients may possess the cellular numbers of Cree IT personnel, text messages absolutely do not constitute an official support request. Contacting staff via SMS bypasses the systemic queue and explicitly relieves Cree IT of all emergency or SLA response timeframe obligations.

5.4 Unauthorized Tampering and Penalty Protocols

• 5.4.1 SLA Voidance: If the Client, a direct employee, or a third-party contractor physically alters hardware, unplugs infrastructure, resets switch configurations, or otherwise brings the network down through unauthorized physical or digital interference, all SLA response guarantees are immediately and irrevocably voided.
• 5.4.2 Emergency Callout Application: Should the Client demand immediate, drop-everything remediation to repair self-inflicted downtime, the intervention will automatically incur an Emergency Callout Fee. If the Client opts for standard queue placement, standard hourly labor rates will apply to repair the tampering.

6.0 HARDWARE OWNERSHIP AND LIFECYCLE LIABILITY

6.1 Client Ownership

• 6.1.1 Legal Title: The Client retains absolute, legal ownership of all physical networking hardware purchased for their environment.

6.2 Exclusion of Replacement Costs

• 6.2.1 Silicon Liability: Cree IT’s managed service encompasses labor, monitoring, and engineering. It explicitly does not cover the financial burden of replacing dead, degraded, or catastrophically failed physical hardware. The cost of purchasing replacement units or executing hardware upgrades remains the sole responsibility of the Client.

6.3 RMA Administration

• 6.3.1 Warranty Facilitation: In the event of a covered hardware failure, Cree IT will execute and manage the Return Merchandise Authorization (RMA) process with the manufacturer on the Client’s behalf, strictly in accordance with the broader Cree IT Warranty Policy.

7.0 ENVIRONMENTAL & SITE CONDITIONS CLAUSE (MANDATORY)

The geographic realities of the Northwest Territories dictate strict environmental parameters for service delivery.

7.1 Northern Logistics and Travel Safety

• 7.1.1 Safety Clause Exemption: Cree IT holds paramount the safety of its personnel. Cree IT shall bear no liability for SLA breaches, delayed on-site response times, or prolonged service interruptions caused directly by extreme northern weather events, territorial highway/ice-road closures, or objectively unsafe travel conditions.
• 7.1.2 Suspension of Physical Obligations: Provided there are active travel warnings issued by territorial authorities or conditions are deemed unsafe by Cree IT management, all on-site SLA response obligations are immediately suspended until safe, legal travel is definitively restored.

8.0 FORCE MAJEURE CLAUSE (MANDATORY)

8.1 Exemption for Uncontrollable Variables Cree IT shall not be held in breach of this Agreement, nor be liable for any failure to meet SLA metrics, resulting from events outside its direct technological control.

8.2 Third-Party and Infrastructure Failures This explicit exemption covers total or partial regional power grid failures and telecommunications outages driven by upstream Internet Service Providers (ISPs). Cree IT manages the internal network; we accept zero liability for the failure of the broader internet backbone.

9.0 FINANCIAL TERMS AND PRICING

9.1 The Absolute Pricing Rule All pricing, fee structures, and billing terms associated with this policy are strictly governed by the current Cree IT Master Pricing Policy. Please refer to the Master Pricing Policy for all financial obligations and terms.

10.0 LIMITATION OF LIABILITY AND PROVIDER ACCOUNTABILITY

10.1 The Cree IT Fault Guarantee

• 10.1.1 Reimbursement Protocol: If an exhaustive root-cause analysis determines that a catastrophic network failure was 100% the fault of a documented error by Cree IT engineering, and Cree IT subsequently fails to restore core routing functionality within twenty-four (24) hours of the generation of the official Intervention Number, Cree IT will, as the sole and exclusive remedy, reimburse the Client for one (1) month of their recurring CreeNet service fee.

10.2 Exclusion of Consequential Damages

• 10.2.1 Consequential Exemption: Cree IT assumes absolutely zero liability for any indirect, special, incidental, punitive, or consequential damages. This explicitly excludes Cree IT from liability regarding lost corporate revenue, missed sales contracts, or prolonged business interruption resulting from network downtime, hardware failure, or external data loss.

10.3 Maximum Financial Liability Cap In the event of a catastrophic systemic failure where Cree IT is formally and legally found liable for negligence or breach of contract, the maximum aggregate financial liability is strictly capped based on the tenure of the active contract:

• 10.3.1 Short Tenure: If the Client has been under contract for fewer than twelve (12) consecutive months, liability is strictly capped at the equivalent of one (1) month of the Client’s standard recurring service fee.
• 10.3.2 Extended Tenure: If the Client has maintained an active contract for twelve (12) or more consecutive months, liability is absolutely capped at the equivalent of three (3) months of the Client’s standard recurring service fees.

11.0 TERMINATION AND OFFBOARDING PROTOCOLS

11.1 Notice of Cancellation Either party may terminate this Managed Service Agreement without cause by providing a minimum of thirty (30) days written notice to the other party.

11.2 The Clean Handoff Protocol

• 11.2.1 Condition Precedent: Upon the expiration of the 30-day notice period, and strictly contingent upon the full payment and clearing of all outstanding invoices, Cree IT will execute a Clean Handoff.
• 11.2.2 Deliverables: Cree IT will provide the Client with a comprehensive offboarding package at no additional cost. This package includes the unencrypted release of all master administrative credentials, complete network topology documentation, and current firewall configurations, thereby transferring total operational control and liability back to the Client.

END OF POLICY