This Consultant Agreement and Statement of Work (collectively the "Agreement" and individually the "Consultant Agreement" and the "SOW"), and the date shown on the signature block of the Consultant Agreement, is made and entered into by and between BLACK BREACH, LLC, and the Client identified on the SOW (collectively, the "Parties"), and shall be effective on the date fully executed by Client and Consultant (the "Effective Date"). 

All references herein to Consultant include all Principals, Employees, Consultants, and Contractors.

RECITALS

WHEREAS, this Agreement is governed by and subject to the terms and conditions of the Master Service Agreement entered into between Client and Consultant. In the event of any conflict between the terms and conditions of this Agreement and the Master Service Agreement, the terms and conditions of this Agreement shall prevail.

WHEREAS, the Parties agree that the services to be provided under this Agreement shall be governed by the provisions set forth in the Master Service Agreement, and the Parties further acknowledge and agree that any additional terms, conditions, or statements of work relating to specific services shall be incorporated as exhibits to the Master Service Agreement.

NOW, THEREFORE, in consideration of the promises, mutual covenants, and agreements set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:

SCOPE OF SERVICES. 

The Consultant shall provide Managed Detection and Response service. 

1. Managed Detection and Response (MDR) Monthly Monitoring

The Consultant will provide endpoint protection for agents across the Client's network. The Consultant will cover all licensing and fees for monitoring agents installed. The Consultant will capture real-time threat alerts, including accelerated triage and root cause analysis with incident insights and the best MITRE attack alignment.

a. Mitigation: Easy-to-configure policies that kill the process, quarantine or delete malicious binaries and all associated remnants, and remove the endpoint from the network.

b. Immunization: Mitigated attack details are immediately shared with other endpoints within the network, immunizing those systems that might be part of a coordinated attack.

c. Remediation: Automatically restore deleted or modified files to their pre-attack state.

d. Forensics: We provide a 360-degree view of the attack, including file information, path, machine name, IP, domain, and more.

e. Anti-virus Replacement: We save you even more by allowing you to replace your current anti-virus. Our built-in anti-virus solution is certified by AV-TEST, a leading independent anti-virus research institute.

f. Active Threat Hunting: Detects advanced malware and advanced persistent threats.

g. Remote Shell: This allows quick access to investigate infections, gather evidence, and remediate attacks.

h. USB and Bluetooth Blocking: Only allow trusted USB and Bluetooth devices to connect to your endpoints.

i. Additional Firewall Protections: Built-in capability to create additional firewall rules per endpoint, freeing up long lines in hardware firewalls.

2. Incident Response Triage

If the Client becomes the victim of a cybersecurity incident, the Consultant agrees to provide three (3) hours of incident response triage free of charge. Incident response triage includes all verbal expert recommendations on attempt recovery and recommended actions to be taken. Recovery is not guaranteed. Additional fees may apply hourly if additional services are required or requested.

Deliverables

The Consultant will notify the Client of threat detection and mitigation alerts for critical incidences as required. Before sending these alerts, the Consultant will investigate, validate, and remediate the incident to the best of their capabilities.

Term

This Agreement commences on the Effective Date and will remain in effect through the Initial Term and all Renewal Terms, as specified in the SOW, unless otherwise terminated in accordance with the MSA (the Initial Term and all Renewal Terms collectively the "Term"). The Initial Term will be three (3) years from the Effective Date and will automatically renew for successive one-year periods, subject to the then-current conditions and price at the time of renewal. 

Payment Schedule

For monthly project services, the Client may pay annually or monthly at the Client's convenience. Payment will be due the first-month services start and as per terms outlined in the Consultant Agreement and Statement of Work and within (30) days of the invoice date. Amounts not paid when due will be subject to a late charge of one and one-half percent (1.5%) per month. Late charges are reasonable liquidated damages for collection fees and are not a penalty.

Invoice Remittance

Payment may be made as follows:

1. Mailed to: Black Breach, LLC, 1025 Rose Creek Drive, Suite 620-214, Woodstock, GA, 30189

2. Provided to Justin Shanken (or designee) in person

3. Wired directly to an account provided by Black Breach to Client

4. ACH directly to an account provided by Black Breach to Client

Last modified May 10, 2024