Post-Agreement & Ad-Hoc Support Policy

Document ID: YI-POL-004 Effective Date: July 1, 2025 Version: 1.0

1. Purpose and Scope

This policy governs the service relationship for clients whose subscription-based Service Agreement ("Agreement") with Yama Industrials, Inc. has expired due to non-renewal or has been terminated for cause, such as non-payment. It establishes the terms under which a client is transitioned from a proactive, subscription-based service to a reactive, on-demand support model.

This policy is a component of the master Terms of Service available at resources.yamaindustrials.com, as referenced on all client invoices.

2. Policy Statement: Transition to Ad-Hoc Support Status

Upon the expiration or termination of a client's subscription Agreement, the client's account will automatically transition to "Ad-Hoc Support Status." This transition involves the following fundamental changes:

• Cessation of All Proactive Services: All proactive "Operate" and "Optimize" services included in the subscription are terminated immediately. This includes, but is not limited to:

  • All monitoring for hardware anomalies, network uptime, and performance.

  • All application of software updates, firmware upgrades, and security patches.

  • All warranty hardware replacement coordination.

  • Access to all-inclusive Business Hours Support as defined in the subscription.

• Change in Purpose of Administrative Access: The client acknowledges that due to the technical requirements of the unified hardware management system, Yama Industrials, Inc. may retain its administrative credentials on the device. However, the purpose and legal standing of this access are fundamentally altered:

  • Administrative access is retained for the sole purpose of enabling client-initiated, billable, ad-hoc support requests.

  • All proactive monitoring, management, and alerting functions associated with this access are disabled.

  • Yama Industrials, Inc. will not access the device for any reason except as follows:

    (a) Client-Initiated Service: Upon explicit request by an authorized client contact for a billable service engagement.

    (b) Administrative Disengagement: To perform administrative actions necessary to remove subscription-based services, proprietary configurations, and other Yama Industrials intellectual property, and to execute final service disconnection as authorized under Section 5 of this policy.

3. Client Acknowledgment and Full Assumption of Risk

By failing to renew the Service Agreement or by defaulting on payment, the client acknowledges and explicitly agrees to the following:

• Sole Responsibility: The client assumes sole and exclusive responsibility for the ongoing security, operation, maintenance, and compliance of their network and firewall. The client affirms that Yama Industrials, Inc. does not serve as, and has not assumed the role of, the client's Chief Information Security Officer (CISO), Chief Information Officer (CIO), IT Director, IT Manager, or any similar executive, management, or staff position. Yama Industrials provides specific contracted technical services only. The client retains sole and ultimate responsibility for all IT infrastructure decisions, network architecture design, vendor selection and management, cybersecurity strategy, regulatory compliance, and day-to-day IT operations.

• Increased Risk Profile: The client understands that without the proactive patching, monitoring, and management provided under the subscription service, their hardware and network will become increasingly vulnerable to newly discovered security threats, software bugs, and performance degradation over time.

• Indemnification: The client agrees to indemnify, defend, and hold harmless Yama Industrials, Inc., its officers, directors, employees, contractors, and agents from any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising from or related to security incidents, data breaches, system failures, regulatory non-compliance, network disruptions, or operational failures that occur while the account is in Ad-Hoc Support Status or following service termination or modification. This indemnification is absolute and applies regardless of cause or theory of liability.

4. Terms of Ad-Hoc (Break-Fix) Support

All support requests from a client in Ad-Hoc Support Status are governed by the following terms:

• Reactive and Billable: Service is initiated only by a formal request from an authorized client contact. All work performed is billable at the standard Time & Materials (T&M) rates then in effect, as specified for non-covered services in our standard agreements.

• No Service Level Agreement (SLA): Requests are handled on a best-effort basis and are not subject to the response time guarantees of any previous subscription plan.

• Acceptance of Terms: By initiating a service request, the client explicitly agrees to the terms outlined in this policy and the associated T&M charges.

5. Right to Terminate Ad-Hoc Support Status and Disengage Services

Yama Industrials, Inc., at its sole discretion, reserves the absolute and unilateral right to terminate a client's Ad-Hoc Support Status and fully disengage all services at any time and for any reason, including but not limited to:

(a) A prolonged period of client inactivity, where no billable ad-hoc support has been requested or engaged;

(b) The client's failure to remit payment for any ad-hoc services rendered in a timely manner;

(c) Business or operational reasons as determined by Yama Industrials, Inc., including the need to decommission legacy infrastructure or reduce liability exposure from unmanaged accounts.

The client acknowledges that the URL for the master Terms of Service (resources.yamaindustrials.com) is provided on every invoice and that they have a continuing and non-delegable obligation to review these terms. Publication of this policy at the referenced URL constitutes full and sufficient notice of Yama Industrials, Inc.'s right to disengage services without further warning.

Retention of administrative access for the purpose of providing potential ad-hoc support shall not, under any circumstances, be construed as an implied service agreement, a waiver of any contractual rights, or an obligation to provide notice prior to full disengagement.

Upon Yama Industrials, Inc.'s internal decision to terminate Ad-Hoc Support Status, all service modifications may be implemented immediately, including permanent device disconnection from management consoles and credential revocation. The client assumes all risks associated with such immediate disengagement.