This Service Agreement ("Agreement") applies to the purchase from MyOfficePlace of all services selected by Customer on the Secure Order Form , as applicable, (collectively, the "Services"); provided, Customer is required to sign the agreements specific to those services reserves the right to modify its network and facilities used to provide the Services for purposes any reason, including, but not limited to, accommodating new technology , increased network demand, and providing enhanced services.
MyOfficePlace shall notify Customer of any planned changes to MyOfficePlace's network or facilities that may adversely affect the Services provided hereunder.
TERM AND CANCELLATION POLICY
This Agreement shall commence on the date of MyOfficePlace's acceptance hereof and continue for a term which corresponds to the payment option specified by Customer on the Secure Order Form , as applicable (the "Initial Term"). This Agreement will be automatically renewed for a similar term at the end of the Initial Term or any renewal there of not less than five (5) days prior to the end of the current term (a) customer notifies MyOfficePlace in writing that it elects a different payment option and thereafter the new payment option shall control the term or (b) either party provides written notice to the other of its election to terminate this Agreement at the end of the then current term. If Customer cancels any services it shall remain obligated to pay all fees due therefore for the remaining portions of the current term, and if MyOfficePlace has purchased any equipment on behalf of Customer, including but not limited to circuits and/or routers, Customer shall assume responsibility for the payments for such equipment. In the case of credit card orders, all termination requests should be signed by Customer's primary contact person on the account who must provide the last four digits of the credit card on file with MyOfficePlace.
MyOfficePlace shall not be liable for unauthorized termination of an account. Any termination by MyOfficePlace or Customer shall not relieve Customer of its obligation to pay fees incurred prior to such termination. MyOfficePlace reserves the right to terminate this Agreement without cause prior to the end of the term upon thirty (30) days written notice to Customer.
30 DAY MONEY BACK GUARANTEE -
If at any time during the first 30 days of services, starting on the day the order was initially accepted the customer notifies MyOfficePlace that it is dissatisfied with MyOfficePlace's hosting services and wants MyOfficePlace to terminate such hosting services, MyOfficePlace will forthwith terminate its hosting services and will refund 100% of all Hosting fees paid by the customer to MyOfficePlace. This "fee" refund does not include; setup, domain name registration, excessive bandwidth, and/or termination fee.
All Refunds will be made to the credit card the initial charge was made on. To obtain a refund simply send an e-mail to from the e-mail account you opened the account with (for security purposes), requesting a cancellation of service. Please provide your account number, and domain name(s). If you have any questions about the cancellation process, please e-mail us at .
BILLING AND PAYMENT
Pricing: During the term of this Agreement, Customer shall pay the fees for the Services that are set forth on the Secure Order Form and as applicable. All fees are due in advance. Such fees may include taxes, fees or assessments by governmental agencies and MyOfficePlace shall have the right, at any time, to pass through and invoice to Customer any new or increased taxes, fees, assessments or other charges imposed on or required to be collected by MyOfficePlace by any governmental agency.
Terms Of Payment:
Invoices are due and payable upon receipt. All payments shall be made in U.S. currency.
Service Continuation After Initial Term: The fees set forth in the Secure Order Form are guaranteed during the Initial Term of this Agreement. If Customer continues to receive the Services after the Initial Term without entering into a new agreement or agreement extension, the fees charged after the Initial Term shall be at the then standard MyOfficePlace rates for such services.
Service Charge: Customer will pay a late payment charge equal to 5% (or the highest amount permitted by law, whichever is lower) per month or portion thereof on the outstanding balance of any invoice.
Suspension Or Interruption Of Service For Non-Payment: In the event Customer does not pay its account when due,MyOfficePlace may, in its sole discretion, suspend, interrupt or disconnect the Services. In the event of such suspension, interruption or disconnection, Customer may be required to post a deposit or such other security, as MyOfficePlace deems necessary in order to resume receiving the Services. Suspension of services occurs 7 days after original bill date. Suspension of email services occurs 15 days after original bill date. A reactivation fee of $ 50 will be assessed to reinstate any account that has been interrupted for Non-Payment. This fee is not waivable.
Customer shall at all times adhere to the MyOfficePlace Terms & Conditions located at www.myofficeplace.net/termsandconditions, as amended from time to time by MyOfficePlace effective upon posting of the revised policy at the URL. Notwithstanding anything to the contrary contained herein, MyOfficePlace may immediately take corrective action, including disconnection or discontinuance of any and all Services, or terminate this Agreement in the event of notice of possible violation by Customer of the MyOfficePlace Acceptable Use Policy. In the event MyOfficePlace takes corrective action due to a violation of the MyOfficePlace Acceptable Use Policy, MyOfficePlace shall not refund to Customer any fees paid in advance of such corrective action.
IP ADDRESS OWNERSHIP
MyOfficePlace shall maintain and control ownership of all IP numbers and addresses that may be assigned to Customer by MyOfficePlace and MyOfficePlace reserves, in its sole discretion, the right to change or remove any and all such IP numbers and addresses.
BANDWIDTH AND/OR DISK USAGE
Customer agrees that bandwidth and/or disk usage shall not exceed the number of megabytes per month for the Services ordered by Customer. MyOfficePlace shall monitor the Customer's usage. If bandwidth or disk usage exceeds the agreed upon number of megabytes per month, MyOfficePlace , in its sole discretion, may assess additional standard charges, disconnect or discontinue any and all Services, or terminate this Agreement. In the event that MyOfficePlace elects to take such action, Customer shall not be entitled to a refund of any fees paid in advance of such corrective action.
MyOfficePlace is acting as provider of any hardware, software, circuit and equipment (collectively, the "Equipment") offered under this Agreement. All equipment will be manufactured by a third party. MyOfficePlace shall not be responsible for any changes in Service(s) that cause Equipment to become obsolete, require modification or alteration, or otherwise effect the performance of the Service(s). Any malfunction or manufacturer's defects of Equipment provided by MyOfficePlace to Customer or purchased directly by Customer used in connection with the Service(s) will not be deemed a breach of MyOfficePlace 's obligations under this Agreement. Any rights or remedies Customer may have regarding the performance or compliance of Equipment are limited to those rights extended to Customer by the manufacturer of such Equipment. Customer is entitled to use any Equipment supplied by MyOfficePlace only in connection with Customer permitted use of the Service(s). Customer shall not resell, transfer, export or re-export any Equipment, or any technical data derived there from, in violation of any applicable Canada or foreign law.
DISCLAIMER OF WARRANTY
Customer acknowledges and agrees that MyOfficePlace exercises no control over, and accepts no responsibility for, the content of the information passing through MyOfficePlace's host computers, network hubs and points of presence (the "MyOfficePlace Network") or the Internet. NEITHER MyOfficePlace, ITS EMPLOYEES, AFFILIATES, AGENTS, SUPPLIERS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS NOR THE LIKE MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT FOR THE SERVICES OR ANY EQUIPMENT MyOfficePlace PROVIDES. NEITHER MyOfficePlace, ITS EMPLOYEES, AFFILIATES, AGENTS, THIRD-PARTY INFORMATION PROVIDERS, MERCHANTS, LICENSORS OR THE LIKE REPRESENT OR WARRANT THAT THE SERVICES WILL NOT BE INTERRUPTED OR ERROR FREE; NOR DO ANY OF THEM MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION SERVICES OR MERCHANDISE CONTAINED IN OR PROVIDED THROUGH THE SERVICES. MyOfficePlace IS NOT LIABLE FOR THE CONTENT OR LOSS OF ANY DATA TRANSFERRED EITHER TO OR FROM CUSTOMER OR STORED BY CUSTOMER OR ANY OF CUSTOMER'S CLIENTELE VIA THE SERVICE(S) PROVIDED BY MyOfficePlace.
Customer will indemnify, save harmless, and defend MyOfficePlace and all directors, officers, employees, and agents of MyOfficePlace (collectively "indemnified parties") from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative) and expenses (including but not limited to reasonable attorneys' fees) arising out of or relating to the use of the Services by Customer, including, but not limited to, any violation of the MyOfficePlace Acceptable Use Policy. Such claims shall include, but shall not be limited to, claims based upon trademark, service mark, trade name, copyright and patent infringement, trademark dilution, tortious interference with contract or prospective business relations, unfair competition, defamation or injury to reputation, or other injuries or damage to business.
LIMITATION OF LIABILITY
IN NO EVENT SHALL MyOfficePlace BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR USE, SUFFERED BY CUSTOMER OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT OR STRICT LIABILITY OR OTHER LEGAL THEORY, EVEN IF MyOfficePlace HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will MyOfficePlace's liability for any damages, losses and causes of actions whether in contract or tort (including negligence or otherwise) exceed the actual dollar amount paid by Customer for the Service which gave rise to such damages, losses and causes of actions during the 12-month period prior to the date the damage or loss occurred or the cause of action arose. Some jurisdictions do not allow the exclusion or limitation of warranties or incidental or consequential damages, so that the above limitations or exclusions may not apply to Customer. In such jurisdictions, MyOfficePlace's liability (and the liability of its directors, officers, employees, affiliates, agents, content providers and service providers) shall be limited to the greatest extent permitted by applicable law.
MyOfficePlace shall not be liable for failure or delay in performing its obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or interruption or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Services.
Customer represents and warrants that Customer's use of the Services shall not infringe the intellectual property or other proprietary rights of MyOfficePlace or any third party. Customer further acknowledges that all right, title and interest in any and all technology, including the software that is part of or provided with the Services and any trademarks or service marks of MyOfficePlace (collectively, "MyOfficePlace Intellectual Property") is vested in MyOfficePlace and/or in MyOfficePlace's licensors. Unless otherwise specifically provided in this Agreement, Customer shall have no right, title, claims or interest in or to the MyOfficePlace Intellectual Property. Customer may not copy, modify or translate the MyOfficePlace Intellectual Property or related documentation, or decompile, disassemble or reverse engineer the MyOfficePlace Intellectual Property, or use it other than in connection with the Services, or grant any other person or entity the right to do so. Unless otherwise specifically provided in this Agreement, Customer is not authorized to distribute or to authorize others to distribute the MyOfficePlace Intellectual Property in any manner without the prior written consent of MyOfficePlace; provided, however, that nothing in this sentence would preclude Customer from using the MyOfficePlace Intellectual Property as incorporated in the Services. This paragraph shall not operate to extinguish, restrict, vary, waive or affect in any manner whatsoever any right, title or interest which Customer may now have or hereafter acquires in, or in relation to, the third-party software that is part of or provided with the Services solely to the extent such third-party licensors publicly provide such rights, title or interest in the third-party software to Customer.
CUSTOMER DATA. Customer is responsible for its content residing on MyOfficePlace servers, and except as otherwise agreed with MyOfficePlace, for the backup thereof.
GOVERNING LAW AND JURY TRIAL WAIVER. The validity, interpretation, enforceability, and performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Ontario, Canada. The parties hereto specifically waive any right they may have to a trial by jury in any action hereunder.
ENFORCEMENT OF AGREEMENT
In the event it is necessary for MyOfficePlace to enforce its rights under this agreement, Customer agrees to pay all fees incurred by MyOfficePlace (including, but not limited to, attorney's fees and collection agency fees)
AMENDMENT OR WAIVER
Except as otherwise provided herein, this Agreement may not be amended except upon the written consent of Customer and an officer of MyOfficePlace. No failure to exercise and no delay in exercising any right, remedy, or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, or power hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, or power provided herein or by law or in equity. The waiver by any party of the time for performance of any act or condition hereunder shall not constitute a waiver of the act or condition itself.
ASSIGNMENT AND SEVERABILITY
This Agreement shall be binding upon and inure to the benefit of Customer, MyOfficePlace and their respective successors, and assigns. Customer may not assign this Agreement without the prior written consent of MyOfficePlace, which consent will not be unreasonably withheld. If any provision of this Agreement shall be held by a court of competent jurisdiction to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect.
All notices to Customer hereunder shall be given at the Billing Address provided on the signature page hereto. All notices to MyOfficePlace hereunder shall be given to:
Attention: Legal Department
32 Torrey Pines Rd.,
Kleinburg, Ontario, L4H 3X9
Any notice hereunder shall be in writing and shall be given by registered, certified or Express mail, or reliable overnight courier addressed to the addresses in this Agreement, or by confirmed e-mail or facsimile. Notice shall be deemed to be given upon the earlier of actual receipt or five (5) days after it has been sent, properly addressed and with postage prepaid.
This Agreement, and any other document or agreements specifically identified in this Agreement, supersedes all previous representations, understandings or agreements and represent the entire agreement between the parties hereto.
ACCEPTANCE OF SERVICES
ACTIVATION OF SERVICE SHALL INDICATE MyOfficePlace's ACCEPTANCE OF THIS AGREEMENT. USE OF THE MyOfficePlace NETWORK CONSTITUTES ACCEPTANCE OF THIS AGREEMENT BY THE CUSTOMER. CUSTOMER represents and warrants that Customer has full authority and right to enter into this Agreement. Customer further represents and warrants that Customer is at least 18 years of age.