SERVICES. Upon acceptance and approval of this Service Agreement (“Agreement”), Owner agrees to make commercially responsible efforts to provide the services Client have selected, and Client agrees to use those services, in accordance with the terms and conditions of this Service Agreement. Calls are measured from connect time to disconnect time, as recorded by Owner’s systems. Client must provide the email, pager, fax, or other telecommunication service method that will be used to deliver the required information, except the voice mail service that Owner will provide upon my request at additional charge. All telephone numbers provided or arranged by Owner are the property of the Owner upon any termination of Client service. Owner agrees to surrender any toll-free numbers to the Client provided the Client presents the proper documentation. The service is proprietary to and property of Owner and the title thereto remains to Owner. All applicable rights in copyrights, trademarks, and trade secrets in the service are owned by Owner. Client will not sell, transfer, or otherwise make available the service to any 3rd parties without prior written approval of Owner. Services provided are only for use by Client and authorized agents. Client agrees to give Owner at least seven (7) business days prior written notice before any known or expected increase in call volume.
DISPUTE RESOLUTION. Client will send Owner a written notice of any dispute on clients bill within thirty (30) days after the statement date, or such statement shall be deemed to be correct and payable in full. Client will provide detailed information regarding any dispute, and Client agrees to cooperate with Owner in an investigation of disputed matters. If Owner initiates legal proceedings to collect any amount due hereunder and Owner substantially prevails in such proceedings, then the Client will pay Owner’s costs and reasonable attorney’s fees in such proceedings and any appeals. Client waives any and all rights to a trial by jury in connection with any proceedings concerning the Agreement.
LIMITED WARRANTIES, REMEDIES, AND DAMAGES. Owner does not warrant that it will have sufficient resources to handle unexpected increases in call volumes. Owner does not warrant that the service is error free, or will operate without delays or interruptions. Owner is not responsible for transmission errors, corruption of data, or the security of information carried over telecommunication services. Subject to the foregoing limitations, Owner will use commercially reasonable efforts to provide the services, and if Owner fails to do so, Client’s sole remedy will be, at Owner sole discretion, either: (1) the correction of the failure to provide the services, or (2) a refund of the monthly recurring charges for such services during the period of time that the services were effected. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, Owner MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY SERVICE PROVIDED HEREUNDER. Owner SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ANY LIABILITY HEREUNDER WILL BE LIMITED TO DIRECT DAMAGES AND NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOSS OF BUSINESS OPPORTUNITY, LOST REVENUE, OR LOSS OF GOODWILL) FOR ANY CAUSE OF ACTION. WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR RELATING TO THIS AGREEMENT. Owner’s ENTIRE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT CLIENT PAYS TO Owner FOR SUCH SERVICE DURING THE ONE (1) MONTH PRECEDING SUCH FAILURE TO PROVIDE SERVICE. THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT. THE SERVICES TO BE PROVIDED BY Owner UNDER THIS AGREEMENT SHALL CONFORM TO THE STANDARDS GENERALLY OBSERVED IN THE INDUSTRY FOR SIMILAR SERVICES.
TERM AND TERMINATION. This agreement shall be in effect for a minimum term of 12 months and will remain in effect after the initial 12 month term on a month to month basis thereafter until terminated by either party upon thirty (30) days written notice. Thirty (30) days written notice is also required for deleting all monitored assets such as persons or facilities. Upon the anniversary date of the account, Owner will apply an annual rate increase of three (3) percent. Owner reserves the right to increase any of its rates or charges at any time upon thirty (30) days written notice. If Client fails to pay any bill within ten (10) days of its due date, Owner may restrict or terminate the services with written notice. Client will pay a reconnection charge of fifty dollars ($50) for restoration of service. Client must give Owner written notice of cancellation at least thirty (30) days in advance. Client will not use the services for any unlawful purpose and only use the services in accordance with the terms and conditions of this agreement. Client understands that Owner may immediately restrict or disconnect without notice for any violation thereof.
BILLING AND PAYMENT. Monthly recurring charges are billed in advance, and usage charges in excess of the monthly allowance are billed in arrears. Client is responsible for payment of all charges for any services performed on Client’s behalf by Owner. Client understands that all payments made to Owner are non-refundable. Payments are due by Credit Card, PO, Cheque, Direct Deposit on or before due date indicated on invoice, which shall be at least 30 days from the date of such invoice. Owner reserves the right to require payment outside the regular billing cycle. If bill is not paid before the due date, a late fee in the amount of one and one-half percent (1.5%) of the unpaid balance will be applied to Client’s account. Client agrees that a late fee is a reasonable pre-estimate of Owner’s damages for late payments. Client will be assessed a charge of twenty-five dollars ($25) for each check or other payment to Owner which a (any) financial institution refuses to honor for any reason.
PUBLICITY. Client expressly agree that Owner may use the name or logo of my Company in its marketing materials, presentations, customer lists, website listings or otherwise to promote Owner or refer to such party as a client or user of Owner services. Owner acknowledges my Company’s right, title and interest in and to the other party’s logo(s) and any copyright registration that have been issued thereon, and will not at any time do or cause to be done any act or thing contesting or in any way impairing or intending to impair part of such rights, title or interest.
MISCELLANEOUS. This agreement and all claims relating to the relationship between the parties will be governed by, enforced, and interpreted under the laws of the province of Saskatchewan, (Canada) without regard to its choice of law principles. In the event of legal action to interpret or enforce this agreement, Client agrees that the venue will be in the appropriate provincial or federal court which has jurisdiction over action brought in Saskatchewan, Canada. The provisions of this agreement will be deemed severable, and the invalidity or unenforceability of any provision will not affect the validity or enforceability of any other provision. The terms and conditions of this Agreement may be amended or waived only by a written instrument signed by the parties. The terms of the Dispute Resolution: LIMITED WARRANTIES, REMEDIES, and DAMAGES: BILLING AND PAYMENT; AND MISCELLANEOUS sections will survive any termination of service. This agreement is between Owner and any business or corporation named in the application. By signing this form, Client agrees to be liable for the payment of all charges under this agreement and for all obligations under this agreement. Client’s use of Owner services constitutes acceptance of the terms and conditions set out in this Agreement and any application service forms (including limitation of liability and termination provisions contained within).