Terms and Conditions
Please read the following agreement before signing up:
END USER AGREEMENT AGREEMENT made as of 5/23/2013, by and between Technology Integrators, 3539 Bradshaw Road, Suite B153, Sacramento, CA 95827 (hereinafter referred to as "Host") and You (hereinafter referred to as "Client") (each being referred to individually as a "Party" and collectively as the "Parties"). WHEREAS, Host is in the business of offering Internet services relating to, among other things, email-filtering services and is willing to provide services to Client on the terms and subject to the conditions set forth below; and WHEREAS, Client desires to engage Host, and Host desires to be engaged by Client, to provide such Internet services on the terms and subject to the conditions set forth below; NOW THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows: Section 1, The Service 1.1 E-Mail-filtering services. Host agrees to provide e-mail filtering services to Client, as more specifically defined as virus scanning and deletion upon identification (within the limits of industry standard, periodically updated virus definitions provided by third party vendors) and SPAM scanning and disposition via user definable actions. 1.2. Redirection of e-mail accounts. Upon acceptance of this Agreement, Host will make arrangements to redirect Client‘s e-mail accounts through the filtering systems. Section 2. Fee Structure 2.1 Monthly Fees Following an initial trial period, if any, the charges imposed by Company and payable by Client on a monthly basis, as well as specific terms and conditions of pricing, are as set forth in Schedule A, pursuant to Host‘s standard pricing schedule, and shall be based upon the number of e-mail boxes subject to the filtering service. Client hereby agrees to pay all monthly charges, fees, and applicable taxes, if any, promptly as specified in Schedule A. 2.2 Fee Changes Upon thirty (30) days prior written notice to the Client, Company may change its fees or alter its fee structure. Section 3. Terms of Service 3.1 Customer Infrastructure It is Host‘s policy to proactively adjust to changes in Client‘s mail system and networks in order to ensure prompt and uninterrupted service. It is hereby agreed, however, that Host will not be liable for any losses or damages resulting from outages or failures of, or changes in, Client‘s mail system or networks of which it has not received accurate and reasonable advance notice. 3.2 Privacy It is Host‘s policy to respect the privacy of its customers, and make all reasonable efforts to protect such privacy. Host will collect and retain only the information it requires to provide service to its customers. Under no circumstances will Client information be given or sold to any third-party without express permission. It is hereby agreed, however, that Host shall not be liable in the event such information is obtained illegally from Host systems. 3.3 Accuracy Client hereby agrees to provide accurate information to Host, including, but not limited to, contact information, e-mail addresses, etc. Client further agrees to provide prompt updates when such information changes. It is hereby agreed that Host will not be liable for any losses or damages resulting from inaccurate information provided by Client, or Client‘s failure for any reason to update Host upon changes of information. 3.4 Resale or Use of Services Client may not resell, use for profit, rent, lease, grant an interest in, or make commercial use of the e-mail filtering services contracted for herein without the express written consent of Host. Section 4. Warranty Limitation and Liability; Indemnification 4.1 Warranty Host warrants that it will make every reasonable effort to provide uninterrupted e-mail filtering service to Client upon the terms and conditions stated herein. 4.2 No Other Warranty THE WARRANTY STATED ABOVE IS A LIMITED WARRANTY AND IT IS THE ONLY WARRANTY MADE BY HOST. HOST DOES NOT MAKE AND THE CLIENT SPECIFICALLY WAIVES ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED. SPECIFICALLY EXCLUDED ARE ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY LOSS OF BUSINESS OR PROFITS, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SIMILAR DAMAGES, OR FOR THE CLAIMS OF DAMAGES MADE BY ANY THIRD PARTY EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE STATED EXPRESS WARRANTY IS IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF COMPANY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. 4.3 Limitation of Liability Host shall not be liable under any circumstance, legal theory, tort, contract, or otherwise for any and all commercial and personal losses or damages to, including but not limited to, computers, networks, data, goodwill, productivity, or business profit, whether direct, indirect, special, incidental, exemplary, or consequential, resulting from transmissions passing through, delayed by, or failing to pass through the Host system. The parties hereby agree that: 1) Host is a neutral service between senders and receivers of e-mail transmissions, 2) Host makes no guarantees regarding the transmissions that pass through its filters, and 3) Host shall not be liable for any illegal or improper e-mail transmissions, whether sent or received through the filtering system. 4.4 Indemnification Client agrees to indemnify and hold harmless Host and its subsidiaries or affiliates under its control, and their directors, officers, employees and agents, against any and all losses, liabilities, awards and costs (including legal fees and expenses) arising out of or related to any third party claim resulting from Client's use of the services provided hereunder. Client shall defend and settle at its sole expense all suits or proceedings arising out of the foregoing, provided that Host gives the Client prompt notice of any such claim of which it learns. In all events, Host shall have the right to participate in the defense of any such suit or proceeding through counsel of its own choosing. Section 5. Term and Termination; Modification 5.1 Term This Agreement shall continue in force until terminated by either party according to the terms of Section 5.2. 5.2 Termination This Agreement may be terminated by either party upon ten (10) days prior written notice to the other party. This Agreement may be terminated by the Host immediately upon the default by Client of the Responsibilities in Section Two of this Agreement. 5.3 Modification Host reserves the right to change terms and conditions of its e-mail filtering services at any time upon providing ten (10) day notice of such. Such notice shall be sent in electronic form to the Client‘s primary e-mail account contact. Such modifications shall be effective as to Client‘s account unless objected to within 10 days of notification. Section 6. General 6.1 Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party. 6.2 Governing Law. This Agreement will be governed in all respects by the laws of the state of California. 6.3 Section Headings. Section and Article headings are for reference purposes only and shall not affect the interpretation or meaning of this Agreement. 6.4 No Waiver of Performance. Failure by either party at any time to require performance by the other party or to claim a breach of any provision of this Agreement will not be construed as a waiver of any right accruing under this Agreement, nor affect any subsequent breach, nor affect the effectiveness of this Agreement or any part hereof, nor prejudice either party as regards any subsequent action. 6.5 Entire Agreement; Conflicting Provisions. This Agreement together with the Schedules hereto constitutes the entire agreement between Client and Host with respect to the subject matter hereof and no representation or statement not contained in the main body of this Agreement or such Schedules shall be binding upon Host or Client as a warranty or otherwise. In the event of any conflict between the terms of the main body of this Agreement and any of the Schedules hereto, the terms of the main body of this Agreement shall govern. 6.6 Severability. If any provision of this Agreement or the application thereof to any person or circumstance shall to any extent be held in any proceeding to be invalid or unenforceable, the remainder of this Agreement, or the application of such provision to persons or circumstances other than those to which it was held to be invalid or unenforceable, shall not be affected thereby, and shall be valid and enforceable to the fullest extent permitted by law, but only if and to the extent such enforcement would not materially and adversely frustrate the parties' essential objectives as expressed herein. 6.7 Schedules. The schedules attached to this Agreement constitute a part of this Agreement and are incorporated by reference in their entirety as if fully set forth in this Agreement at the point where first mentioned. Schedule A Pricing For each domain name that service coverage is purchased, all email addresses within that domain must be covered at $2.50 per month per email address.
BY CLICKING "ACCEPT" BELOW, YOU ACKNOWLEDGE THAT YOU (1)HAVE READ THIS AGREEMENT AND UNDERSTAND IT, (2)HAVE ALL RIGHT POWER AND AUTHORITY TO BIND YOURSELF AND YOUR COMPANY OR ENTERPRISE TO IT, AND (3)AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS
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