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These General Terms & Conditions and the
Service Specific Terms & Conditions, the Acceptable Use
Policy and any information relating to the
Service/Package purchased from Internet Matrix forms the
Agreement between Us. If any of these General Terms &
Conditions are inconsistent with any terms set out in
Internet Matrix Service specific terms & conditions, the
Service specific terms & conditions shall prevail.
You acknowledge and accept that Your use
of the Services must be in accordance with the
Acceptable Use Policy.
1. Definitions
1.1 "Agreement" means any agreement to
which these terms & conditions are incorporated.
1.2 "Internet Matrix" means Internet
Matrix Inc. an incorporated company located in Edmonton,
Alberta Canada
1.3 "Package" means a collection of
Services.
1.4 "Pay As You Go" means Internet Matrix
no minimum term commitment monthly payment option.
1.5 "Prices" means the Prices for the
Services set out in order form or as otherwise notified
to You.
1.6 "Services" means the Services to be
provided by Internet Matrix.
1.7 "You/Your" means the person, company
or affiliates who purchases Services from Internet
Matrix.
2. Duration and Automatic Renewal of
Services
2.1 Unless specifically stated to the
contrary in the details of the Service and/or Package
You purchase, all Services for which payment is required
on a monthly basis are provided for a fixed annual (i.e.
12 month) term.
2.2 Unless specifically stated to the
contrary in the details of the Service and/or Package
You purchase, all Services for which payment is required
annually in advance shall be provided for a fixed annual
(i.e. 12 month) term. The contract will automatically
renew on its anniversary date and continue for
successive further 12 month periods, unless terminated
in accordance with these General Terms & Conditions or
the Services or Package specific terms, if different to
these General Terms & Conditions.
2.3 Please be aware that unless You
terminate the Services in accordance with clause 3 below
or the Services or Package specific terms, the Services
will automatically renew on the anniversary date of the
contract for a successive contract term and You will be
responsible for a further 12 or months Prices. If you
choose to terminate the Services any time after the
anniversary date of the contract You will still be
required to pay the Prices for the remaining period of
the then current term of the contract.
3. Cancellations
3.1 You are entitled to cancel the
Services by submitting a cancellation request in writing
including your company name, contact name, valid email
address that matches our records and contact phone to
our support team via the Internet Matrix website no less
than 14 days prior to the anniversary date of the
contract term or the relevant service specific terms &
conditions pertinent to the Services or Package you have
purchased.
3.2 Internet Matrix reserves the right to
cancel and/or suspend Your Service at any time without
notice if You breach these General Terms & Conditions
and/or Service Specific Terms & Conditions and/or our
Acceptable Use Policy.
4. Refunds
4.1 Charges due on a pre-pay basis
(together with account set-up fees, where applicable),
are non-refundable.
4.2 If You contravene Your Agreement with
Internet Matrix, a refund will not be issued in the
event of a cancellation.
5. Payment
5.1 All Services and Packages must be
paid for in advance in accordance with the specific
provisions of that Service or Package.
5.2 Payment will be due on the basis of
the Service and/or Package You have selected. If You
have purchased "Pay as You go" Services or Packages then
payment will be required monthly in advance. If You have
purchased Services on an annual (12 month) or longer
basis then You will be required to pay pursuant to the
payment plan You selected, either paying annually or
biennially in advance or by way of monthly installments
in advance throughout the year.
5.3 You will be automatically charged the
Price again on the anniversary date of the contract term
unless You have cancelled the Services in accordance
with Internet Matrix' cancellations procedure set out in
clause 3 above. Payment of the Price will be taken via
the payment method specified within the control panel.
5.4 Internet Matrix reserves the right to
change the Prices and/or nature of its Services by
giving You written notice of those changes. Notice of
changes to Prices and/or Services will be given by
e-mail to the e-mail address held in Your Internet
Matrix Account. If You have already purchased a
particular Service then the change in the Price or
nature of that Service will only become effective when
the Service reaches the end of its current term. You
will be charged the new Price when the Service is
automatically renewed at the end of the current term.
5.5 All payments must be made in Canadian
Dollars, non-inclusive of applicable taxes.
5.6 You warrant that You are lawfully
authorized to make payment using the payment card or
facility You disclose to Internet Matrix. In the event
that You are not the named card holder, You acknowledge
that You and the party who is the named card holder both
accept Internet Matrix' Terms & Conditions and are
jointly and severally liable for the payment of all
Prices for which payment will be taken from the payment
card, the details of which You have provided. You will
indemnify and hold Internet Matrix harmless in the event
that the cardholder or issuer declines any transaction
for payments to Internet Matrix, including all of
Internet Matrix costs in administering Your non-payment
and obtaining payment of those Prices due.
5.7 Where You provide Internet Matrix
with information relating to a third party, including
but not limited to the use of their payment details,
either in accordance with clause 5.6 above or for any
other purpose, You warrant that You have obtained
express consent from the third party for Internet Matrix
to use their information and you consent that we may
share your information, including but not limited to the
Services You have purchased, to enable the third party
to ascertain the terms of your Agreement with Us and why
we are authorized to take payment from the third party's
payment card, if necessary, to contact the third party
for the purposes of this Agreement.
5.8 Internet Matrix reserves the right to
suspend Services until payment is received in full and
all outstanding debt is cleared. Any non-payment of a
recurring invoice may be subject to a $50.00
administration charge. You are responsible for all money
owed on the account from the time it was established
until Internet Matrix accepts Your cancellation request.
You are responsible for any additional costs incurred by
Internet Matrix in the collection of outstanding debt.
5.9 You are required to have a valid
email address and credit card registered to Your account
at all times, failure to do so will result in automatic
suspension of Your account. If You cancel Your credit
account for any reason You must immediately notify
Internet Matrix and provide details of a current valid
payment card.
5.10 No bills or invoices will be sent by
regular mail. All invoices will be sent directly to You
via email shortly after the purchase or automated
renewal transaction is completed.
5.11 If You fail to pay all Prices due,
Internet Matrix reserves the right to interrupt, suspend
or cancel the Services to You. Such interruption,
suspension or cancellation does not relieve You from
paying all Prices which are overdue and payable to
Internet Matrix.
5.12 Any unused Credit notes on Your
Account will be taken in payment of Your Service. Where
the value of the unused Credit note is less than the
total payment due, the remainder of the balance will be
taken from the current payment method on Your account.
6. Chargebacks
6.1 If You withdraw any payments made via
a bank or credit card (a "chargeback") You may be
subject to a administration fee of $100.00, should
Internet Matrix deem the chargeback to be unfair.
Internet Matrix also reserves its right to defend such
chargebacks and recover the original monies from You or
the card issuer.
6.2 If a chargeback is made, Internet
Matrix reserves the right to interrupt, suspend or
cancel the Services. Such interruption, suspension or
cancellation does not relieve You from paying the
original Prices which are overdue and payable to
Internet Matrix.
7. Appropriate Service use
7.1 Internet Matrix reserves the right to
refuse Service and/or access to its servers, server farm
or any other premises and/or Services to anyone.
7.2 Internet Matrix does not allow any
content which breaches our Acceptable Use Policy to be
stored on its servers.
7.3 Refusal of Service based on the
content being contrary to our Acceptable Use Policy is
entirely at the discretion of Internet Matrix.
7.4 Internet Matrix reserves the right to
move Your data to a different server with no previous
notice.
8. Scheduled maintenance
8.1 To guarantee optimal performance on
the servers, it is necessary for Internet Matrix to
perform routine maintenance. Such maintenance often
requires taking Internet Matrix servers off-line,
typically performed during off-peak hours. Internet
Matrix may give You advance notice of maintenance
requiring the servers to be taken off-line whenever
possible.
9. Support
9.1 We will endeavour to provide a
continuous high quality service. If You experience
problems with Your Service, You should consult Internet
Matrix support website and search for a resolution to
Your problem in Internet Matrix FAQ or contact Internet
Matrix support through email addresses listed in our
contact page.
9.2 Please note we may require suspension
of some of Internet Matrix Services for short scheduled
periods to carry out maintenance or repair to Internet
Matrix Services without notice.
10. Reselling of Services
10.1 All Services other than approved
subsidiaries or affiliates are to be used by the primary
owner only, and do not allow the holders to resell,
store or give away web-hosting Services of their website
to other parties.
11. Database Usage
11.1 If You exceed the limits on Internet
Matrix database products (MS SQL and MySQL) then we will
automatically charge You for the additional space You
use at Internet Matrix current Prices. For example if
You have a 150MB database and 200MB is in use at any
point during a month then we will charge for the extra
50MB in that month.
12. Ownership of data
12.1 All data created or stored by You
within Internet Matrix' applications and servers are
Your property. Internet Matrix shall allow access to
such data by only authorised Internet Matrix personnel.
Internet Matrix makes no claim of ownership of any web
server content, email content, or any other type of data
contained within the accountholder's server space or
within applications on Internet Matrix' servers.
12.2 You are responsible for backing up
Your data.
13. Uploads via scripting languages
13.1 We limit uploads made via scripting
languages - including PHP, ASP and ASP.NET. Uploads made
using PHP are limited to 20MB per file.
14. Passwords
14.1 It is the account owner's
responsibility to keep his/her password(s) confidential,
and to change the password on a regular basis. Internet
Matrix is not responsible for any data losses or
security issues due to stolen passwords. Internet Matrix
recommends that You use passwords that contain numbers
and symbols in order to prevent unauthorized users from
guessing commonly-used choices (i.e. "12345",
"password", etc.).
15. Your personal details
15.1 Please note that whilst Your email
is primarily used for billing purposes, Internet Matrix
reserves the right to email You information about
enhancements to Internet Matrix systems and product
offerings. You can unsubscribe from marketing
communications within Your Internet Matrix control
panel.
15.2 We will not provide any of Your
personal information to other companies or individuals
without Your permission. However, we may need to provide
Your name and delivery address to third parties that
Internet Matrix may use for the purposes of delivering
specific Services to You (e.g. customer support). For
more information about how we collect and use Your
personal information please read Internet Matrix privacy
policy.
16. Internet Matrix Disclaimers and
Warranties
16.1 Internet Matrix does not back up
your data/website and whilst every attempt would be made
in the unlikely event of any corruption or hardware
failure, Internet Matrix cannot guarantee to be able to
replace lost data. This includes loss of data resulting
from delays, non-deliveries, wrong delivery, and any and
all Service interruptions caused by Internet Matrix and
its employees.
16.2 Internet Matrix makes no warranties
or representations that any Service will be
uninterrupted or error-free. You accept all Services
provided hereunder "as is" without warranty of any kind.
16.3 So far as permitted by law and
particularly in respect of non-consumers, all implied
conditions, warranties and terms (whether express or
implied by statute, common law, custom or otherwise)
including, but not limited to, those relating to the
exercise of reasonable care and skill, fitness for
purpose and satisfactory quality (where applicable) are
hereby excluded in relation to each of the Services to
be provided hereunder to the fullest extent permitted by
law.
16.4 For the avoidance of doubt, any use
of the Services and/or any Package in the course of
conducting business shall give rise to you being a
non-consumer and the provisions of this Agreement
affecting the statutory consumer protection you would
otherwise be afforded as a consumer shall not apply.
17. Liability
17.1 Internet Matrix Inc. or any of its
staff, officers, directors or owners shall not be liable
for any loss or damage of whatsoever nature suffered by
You arising out of or in connection with any breach of
this Agreement by You or any act, misrepresentation,
error or omission made by You or on Your behalf.
17.2 Internet Matrix Inc. or any of its
staff, officers, directors or owners shall not be liable
for any indirect loss, consequential loss, loss of
profit, revenue, data or goodwill howsoever arising
suffered by You or for any wasted management time or
failure to make anticipated savings or liability You
incur to any third party arising in any way in
connection with this Agreement or otherwise whether or
not such loss has been discussed by the parties
pre-contract or for any account for profit, costs or
expenses arising from such damage or loss.
17.3
Internet Matrix Inc. or any of its staff,
officers, directors or owners shall not be liable for
any claims against you and/or your company for
any images, software code or other web content used on
your website. This includes whether the images were used
as part of web design services from Internet Matrix Inc.
or placed there by you. You agree that you and/or
your company cannot make any legal claims against
Internet Matrix Inc. for the use of images on your
website, take sole responsibility of the images used and
sole responsibility to procure the licenses for those
images if required. If a claim is made against you
and/or your company you cannot make any claim against
Internet Matrix Inc.
or any of its staff, officers, directors
or owners for any loss or damages you may incur
due to the use of any content or images that are on your
website in the past, present or future.
17.4 No matter how many claims are made
and whatever the basis of such claims, Internet Matrix
maximum aggregate liability to You under or in
connection with this Agreement in respect of any direct
loss (or any other loss to the extent that such loss is
not excluded by other provisions in this Agreement)
whether such claim arises in contract or in tort shall
not exceed a sum equal to the fees paid by You for the
Services in relation to which Your claim arises during
the 12 month period prior to such claim.
17.5 None of the clauses herein shall
apply so as to restrict liability for death or personal
injury resulting from the negligence of Internet Matrix
Inc.,
its employees or its sub-contractors.
17.6 Internet Matrix Inc. shall not be
liable for any interruptions to the Services or outages
arising directly or indirectly from:
17.6.1 interruptions to the flow of data
to or from the internet;
17.6.2 changes, updates or repairs to the
network or software which it uses as a platform to
provide the Services;
17.6.3 the effects of the failure or
interruption of Services provided by third parties;
17.6.4 factors outside of Internet
Matrix Inc. reasonable control;
17.6.5 Your actions or omissions
(including, without limitation, breach of Your
obligations set out in the Agreement) or those of any
third parties;
17.6.6 problems with Your equipment
and/or third party equipment;
17.6.7 interruptions to the Services
requested by You.
18. Force Majeure
18.1 Internet Matrix Inc. shall not be
responsible for any failure to provide any Services or
perform any obligation under the Agreement because of
any act of God, strike, lock-outs or other industrial
disputes (whether involving the workforce of Internet
Matrix (or any other party) or compliance with any law
of governmental or any other order, rule, regulation or
direction, accident, fire, flood, storm or default of
suppliers, work stoppage, war, riot or civil commotion,
equipment or facilities shortages which are being
experienced by providers of telecommunication Services
generally, or other similar force beyond its reasonable
control.
19. Non-Waiver
19.1 The failure of Internet Matrix to
require Your performance of any provision shall not
affect the full right to require such performance at any
time thereafter; nor shall the waiver by Internet Matrix
of a breach of any provision hereof be taken or held to
be a waiver of the provision itself.
20. Survival
20.1 The provisions, terms, conditions
representations, warranties, covenants, and obligations
contained in or imposed by this Agreement which by their
performance after the termination of this Agreement,
shall be and remain enforceable not withstanding
termination of the Agreement for any reason.
21. Notice
21.1 You agree that any notice or
communications required or permitted to be delivered
under this Agreement by Internet Matrix to You shall be
deemed to have been given if delivered by e-mail, in
accordance with the contact information You have
provided.
22. Governing Law
22.1 Your rights and obligations and all
contemplated by this Agreement shall be governed by
Alberta, Canada law and You submit to the exclusive
jurisdiction of the Alberta, Canada Courts.
23. Legal Fees
23.1 If any legal action or proceeding,
including arbitration, relating to the performance or
the enforcement of any provision of this Agreement is
brought by any party to this Agreement, the prevailing
party shall be entitled to recover reasonable legal
fees, expert witness fees, costs and disbursements, in
addition to any other relief to which the prevailing
party may be entitled.
24. Assignment
24.1 You shall not assign, sub-license or
transfer Your rights or obligations under this Agreement
to any third party without the prior written consent of
Internet Matrix. However, in the event that Internet
Matrix consents to such an assignment, sub-license or
transfer, then this Agreement shall ensure to the
benefit of and be binding upon the parties and their
respective successors and permitted assigns.
25. Entire Agreement
25.1 This Agreement constitutes the
entire Agreement between the parties and agreements are
representations or warranties, express or implied,
statutory or otherwise and no agreements collateral here
to than as expressly set or referred to here in. This
Agreement supersedes any prior agreements,
representations, statements, negotiations,
understandings, proposals or undertakings, oral or
written, with respect to the subject matter expressly
set forth here in.
26. Amendment in Writing
26.1 We may update or amend these General
Terms and Conditions, the Service Specific Terms &
Conditions including any technical specification
relating to the Services and/or Package, the Acceptable
Use Policy, Privacy Policy and any information relating
to the Services/Package from time to time to comply with
law or to meet our changing business requirements. These
changes can be done without notice at the discretion of
Internet Matrix.
27. Relationship of the Parties
27.1 Nothing in this Agreement shall be
construed as creating an agency relationship,
partnership or joint venture between the parties.
28. Joint and Several Obligations
28.1 If any party consists of more than
one entity, their obligations here under are joint and
several.
29. No Third Party Beneficiaries
29.1 This Agreement does not provide and
shall not be constructed to provide any third parties,
with any remedy, claim, cause of action or privilege.
29.2 Parties that retain services from
any of Internet Matrix subsidiaries or affiliates are
considered Third Party and have no legal claim, remedy,
cause of action or privilege pertaining to any services,
support or actions regarding Internet Matrix.
30. Severability
30.1 In the event that any provision of
this Agreement shall be unenforceable or invalid under
any applicable law or be so held by applicable court
decision, such unenforceability or invalidity shall not
render this Agreement unenforceable or invalid as a
whole. Internet Matrix will amend or replace such
provision with one that is valid and enforceable and
which achieves, to the extent possible, the original
objectives and intent of Internet Matrix as reflected in
the original provision.
By
signing up or purchasing any services provided by
Internet Matrix Inc. through written or verbal
transaction you agree to be
unconditionally bound by all Internet Matrix Inc. Terms and
Conditions listed on this page.
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