Client Agreement
As referred to herein, "Agreement" means this "Terms of Service", together with all policies and addenda that are incorporated herein by reference, including the Privacy Policy. This Agreement sets forth the terms and conditions that apply to STACK HARBOR INC's cloud hosting SERVICES, products and solutions inclusively.
The domains stackharbor.com, stackharbor.ca, hostresolver.net and all related web properties are owned and operated by STACK HARBOR INC. The Terms of Service as follows is intended to elaborate upon the terms, conditions and agreements our CLIENTS enter into, upon procuring our SERVICES, products or solutions.
Please read these Terms of Service carefully before using the SERVICES. These Terms of Service apply to all users of the SERVICES. If you are using the SERVICES on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind such organization to these Terms of Service and you agree to be bound by these Terms of Service on behalf of such organization. Agreeing to use the SERVICES constitutes your acceptance and agreement to be bound by these Terms of Service, and all other operating rules, policies and procedures that may be published from time to time on the Website by us, each of which is incorporated by reference and each of which may be modified from time to time without notice to you. You acknowledge receipt of our Privacy Policy. If you ordered the SERVICES on the Website, use the Website, or otherwise engage in any electronic transaction with respect to the SERVICES, then you agree to receive any updates to our Privacy Policy by accessing the Website. By using our Website or purchasing our products or SERVICES, you agree that we may use and share your personal information in accordance with the terms of our Privacy Policy.
These Terms of Service provide that all disputes between you and STACK HARBOR INC will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS UNDER THIS CONTRACT (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT A JUDGE OR JURY and your claims cannot be brought as a class action. NOTHING IN THESE TERMS OF USE SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU.
STACK HARBOR INC reserves the right, at any time and from time to time, to amend or to modify these Terms of Service without prior notice to you, provided that if any such alterations constitute a material change to these Terms of Service, STACK HARBOR INC will notify you by posting an announcement on the Website. Amendments and modifications shall take effect immediately when posted on the Website. By continuing to access or use the SERVICES after any such amendments or modifications, you agree to be bound by such amended or modified Terms of Service. For this reason, we encourage you to review the Terms of Service whenever you use the SERVICES. If you do not agree to any change to these Terms of SERVICES, then you must immediately stop using the SERVICES.
1. Eligibility & Service Term
1.1 The SERVICES are not targeted towards, nor intended for use by, anyone under the age of 13. By using the SERVICES, you represent and warrant that you are 13 years of age or older. If you are under the age of 13, you may not, under any circumstances or for any reason, use the SERVICES. We may, in our sole discretion, refuse to offer the SERVICES to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the SERVICES is revoked where these Terms of Service or use of the SERVICES is prohibited or to the extent offering, sale or provision of the SERVICES conflicts with any applicable law, rule or regulation. Further, the SERVICES are offered only for your use, and not for the use or benefit of any third party.
1.2 To sign up for the SERVICES, you must open for an account on our website or by contacting an Account Manager. You must provide accurate and complete information and keep your Account information updated. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, regardless of whether the activities are undertaken by you, your employees or a third party (including your contractors or agents), and for keeping your Account password secure. You may never use another person's user account or registration information for the SERVICES without permission. You must notify us immediately of any change in your eligibility to use the SERVICES (including any changes to or revocation of any licenses from provincial, territorial or other authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates. You agree to provide accurate information in your registration and not to share your password with third parties. You agree not to impersonate another person or to select or use a user name or password of another person. You agree to notify STACK HARBOR INC promptly of any unauthorized use of your account and of any loss, theft or disclosure of your password. Failure to comply with these requirements shall constitute a breach of these Terms of Service and shall constitute grounds for immediate termination of your account and your right to use the Website. STACK HARBOR INC WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE AS A RESULT OF YOUR FAILURE TO PROVIDE US WITH ACCURATE INFORMATION OR TO KEEP YOUR ACCOUNT SECURE.
2. Content
2.1 You are solely responsible for the selection, compatibility, licensing, development, accuracy, performance, operation, maintenance, and support of all Applications, information, software, and data, including any hypertext markup language files, scripts, programs, recordings, sound, music, graphics, images, applets or servlets that you or your subcontractors or end users create, install, upload or transfer on, from or through STACK HARBOR INC's SERVICES ("SERVICES") or ("CONTENT"). We may immediately (and without prior notice) block access to any CONTENT hosted, stored or disseminated via our products or SERVICES that:
2.1.1 we believe violates the law, misappropriates or infringes the intellectual property rights of a third party, or violates the terms and conditions of this Agreement; or
2.1.2 that is called into question by order issued by a court or government agency.
2.2 For purposes of these Terms of Service, the term "CONTENT" includes, without limitation, information, data, text, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the SERVICES. For the purposes of this Agreement, "CONTENT" also includes all User CONTENT (as defined below).
2.3 All CONTENT added, created, uploaded, submitted, distributed, or posted to the SERVICES by users (collectively "User CONTENT"), whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User CONTENT. You represent that all User CONTENT provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all CONTENT, including User CONTENT, accessed by you using the SERVICES is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any CONTENT you access on or through the SERVICES is or will continue to be accurate.
2.4 The SERVICES may contain CONTENT specifically provided by us, our partners or our users and such CONTENT is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any CONTENT accessed through the SERVICES.
2.5 Subject to these Terms of Service, we grant each user of the SERVICES a worldwide, non-exclusive, revocable, non-sublicensable and non-transferable license to use (i.e., to download and display locally) CONTENT solely for purposes of using the SERVICES. Use, reproduction, modification, distribution or storage of any CONTENT for other than purposes of using the SERVICES is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any CONTENT for commercial use or in any way that violates any third party right.
2.6 By submitting any User CONTENT to the Website, excluding privately transmitted User CONTENT, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit such User CONTENT in connection with the Website, the SERVICES and our (and our successors' and assigns') businesses, including without limitation for promoting and redistributing part or all of the Website or the SERVICES (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party websites and feeds), and including after your termination of your Account or the SERVICES. You also hereby do and shall grant each user of the Website and/or the SERVICES a non-exclusive, perpetual license to access any of your User CONTENT that is available to such user on the Website, and to use, reproduce, distribute, prepare derivative works of, display and perform such User CONTENT, including after your termination of your Account or the SERVICES. By submitting any User CONTENT to the SERVICES other than on the Website, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, aggregate, reproduce, distribute, prepare derivative works of, display, and perform such User CONTENT solely for the purpose of providing the SERVICES. For clarity, the foregoing licenses granted to us and our users does not affect your other ownership or license rights in your User CONTENT, including the right to grant additional licenses to your User CONTENT, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.
2.7 Some CONTENT will be marked on the Service as "Creative Commons CONTENT". Creative Commons CONTENT will be identified with a Creative Commons icon. We hereby grant each user of the SERVICES a license to Creative Commons CONTENT under the Creative Commons CC BY-NC-SA 4.0 US license. You agree to abide by the terms of the Creative Commons License when using Creative Commons CONTENT.
3. Termination and Access
3.1 STACK HARBOR INC reserves the right, in our sole discretion, to terminate your access to all or any part of the SERVICES at any time, with or without notice, effective immediately, including but not limited to as a result of your violation of any of these Terms of Service or any law, or if you misuse system resources, such as, by employing programs that consume excessive network capacity, CPU cycles, or disk IO. Any such termination may result in the forfeiture and destruction of information associated with your Account. STACK HARBOR INC may provide prior notice of the intent to terminate SERVICES to you if such notice will not, in STACK HARBOR INC's discretion, run counter to the intents and purposes of these Terms of Service. Except as otherwise set forth hereunder, any and all fees paid hereunder are non-refundable and any and all fees owed to STACK HARBOR INC before such termination shall be immediately due and payable, including any liabilities that may have been incurred prior to termination such as STACK HARBOR INC's costs for collection (including attorneys' fees) of any such charges or other liabilities. Upon termination, any and all rights granted to CLIENT by this Agreement will immediately be terminated, and CLIENT shall promptly discontinue all use of the SERVICES. If you wish to terminate your Account, you may do so by following the instructions on the Website or through your Account Manager. All provisions of these Terms of Service which by their nature should survive termination shall survive termination, including, without limitation, licenses of User CONTENT, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
4. Termination by Client
4.1 You may terminate all or a part of your SERVICES by providing 30 day notice and settling all outstanding amounts due, including any invoices, late fees, current monthly usage, remaining term contract fees, management service fees that have not yet been invoiced.
5. Billing
5.1 You agree to pay all fees for the SERVICES you procure at the rates set forth on our website https://www.stackharbor.com/
5.2 CLIENT is wholly responsible for all fees generated from SERVICES or products under the CLIENT's account until the account is deactivated including all Management Fees, Deployment Fees, Monitoring Fees, Paid Support Fees, Software License Fees as well as all Allocated IaaS Resources (Including CPU, Memory, Disk Space, Network Port Speed, Network IPs, Dedicated VLANs, Backup/Template Space) as well as all Variable IaaS Resources (Including Disk IOPS, Disk Read/Write and Network Transfer Sent/Received). The CLIENT is also wholly responsible for any hourly fees arising from Management, Consulting, Deployment, Migration, and/or Paid Support, requests for SERVICES procured.
5.3 CLIENTS are typically billed on a monthly basis, unless indicated otherwise on individual agreements, with invoices issued on the first (1st) day of each month. Automated payments will be processed to the CLIENT's authorized credit card within 48 hours of invoices being issued as part of the recurring billing cycle. If an automated credit card payment fails, payment is due no later than ten (10) days past the invoice date.
5.4 NET billing terms may be requested, which require a personal or corporate credit verification and/or guarantee and are approved at STACK HARBOR INC's discretion. NET billing terms may be revoked at STACK HARBOR INC's discretion with a thirty (30) day electronic or written notice given to the CLIENT.
5.5 IF AN INVOICE BECOMES OVERDUE, THE CLIENT WILL BE DEEMED IN ARREARS AND WILL START TO INCUR LATE FEES CALCULATED DAILY AT A RATE INDICATED ON THE INVOICE. LATE FEES WILL BE ADDED TO THE FOLLOWING MONTHS INVOICE.
5.6 SUSPENSION OF ALL SERVICES ASSOCIATED WITH A CLIENT ACCOUNT WILL OCCUR IF A CLIENT INVOICE REMAINS UNPAID TEN (10) DAYS PAST THE INVOICE DUE DATE. IF AN INVOICE REMAINS UNPAID FOR SIXTY (60) DAYS PAST THE INVOICE DUE DATE, STACK HARBOR INC WILL REMOVE ALL DATA AND RESOURCES ALLOCATED TO THE CLIENT.
5.7 IF AN INVOICE REMAINS UNPAID FOR NINETY (90) DAYS PAST THE INVOICE DUE DATE, STACK HARBOR INC WILL BRING LEGAL ACTION TO COLLECT THE FULL AMOUNT DUE, INCLUDING ANY ATTORNEY AND/OR COLLECTION SERVICES FEES AND COSTS.
5.8 It is the CLIENT's responsibility to maintain correct billing and contact information with STACK HARBOR INC and to maintain a valid credit card on file to be used for automated monthly payments. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSORS IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. If for any reason we cannot process your credit card and you fail to make a payment arrangement, all unpaid amounts will be sent to collection and you agree to pay our costs of collection, including all reasonable attorney's fees and expenses.
5.9 Credit card payments are processed by a third-party credit card processing company and are subject to strict security and confidentiality measures to protect payment information and personal details. All credit card payment information is transmitted directly to the card processing company over a secure connection, and STACK HARBOR INC does not record credit card or CVV numbers within our systems.
5.10 STACK HARBOR INC SERVICES fees and rates are subject to change and STACK HARBOR INC reserves the right to increase fees with notice.
5.11 Some of the paid SERVICES may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such SERVICES have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT.
5.12 All Canadian CLIENTS are subject to GST or HST depending on billing province, while Quebec residents are subject to QST & GST. CLIENTS are entirely responsible for the payment of all taxes.
5.13 Fixed term contracts are subject to automatic renewal 30 days prior to the AGREEMENT END DATE. Any changes to the fixed term contract, must be communicated in writing prior at least 30 days prior to the AGREEMENT END DATE.
6. Privacy Policy
6.1 This Terms of Service implies acknowledgement of the Privacy Policy as outlined at: Privacy Policy (stackharbor.com/en/legal/privacy/)
7. Data Safety and Security
7.1 CLIENTS BEAR THE SOLE RESPONSIBILITY FOR THE SECURITY OF THEIR RESPECTIVE CLOUD SERVICES. It is assumed that all CLIENTS will implement commercially reasonable measures pertaining to passwords, username requirements, security patches/updates and encryption technologies for all sensitive data. Neither STACK HARBOR INC nor any of our employees, agents, representatives, service suppliers or licensors will be liable or held responsible for unauthorized access into your hosting or cloud service environments, unless, and only to the extent that this disclaimer is prohibited by applicable law.
8. Unauthorized Usage
8.1 CLIENTS are required to pay all fees for IaaS usage incurred by their account, including all fees resulting from unauthorized use (ie. as a result of hacking or security breaches) for both managed and unmanaged instances or resources.
9. Confidentiality
9.1 CLIENT shall keep confidential any confidential information to which it is given access, and shall cooperate with STACK HARBOR INC's efforts to maintain the confidentiality thereof. CLIENT shall not publish to third parties or distribute information or documentation that STACK HARBOR INC provides for purposes of operating and maintaining its systems, including material contained in estimates, invoices, work orders, or other such materials.
10. Warranty Disclaimer
10.1 We have no special relationship with or fiduciary duty to you. You acknowledge that we have no duty to take any action regarding:
10.1.1 which CLIENTS gain access to the SERVICES;
10.1.2 what CONTENT you access via the SERVICES; or
10.1.3 how you may interpret or use the CONTENT.
10.2 TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU RELEASE US FROM ALL LIABILITY FOR YOU HAVING ACQUIRED OR NOT ACQUIRED CONTENT THROUGH THE SERVICES. WE MAKE NO REPRESENTATIONS CONCERNING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICES, AND WE WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, OR LEGALITY OF MATERIAL OR CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICES.
10.3 THE SERVICES, INCLUDING WITHOUT LIMITATION ANY INFORMATION DELIVERED AS PART OF THE SERVICES, AND CONTENT ARE PROVIDED "AS IS", "AS AVAILABLE" AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE WITH DATA, AVAILABILITY, ACCURACY, THAT YOU WILL HAVE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO OUR WEBSITE OR THAT THE SERVICES ARE ERROR FREE AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WE, AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.
Furthermore, you acknowledge that we do not control or monitor the transfer of data over the internet, and that internet accessibility carries with it the risk that your privacy, confidential information and property may be lost or compromised.
11. Limitation of Damages
11.1 Except as expressly required by law, without the possibility of contractual waiver, neither STACK HARBOR INC. nor any of our employees, agents, representatives, service suppliers, or licensors will be liable for any punitive, indirect, consequential or special damages, or for any lost profits, lost data, lost business, lost revenues, damage to goodwill, lost opportunities, or loss of anticipated savings, even if advised of the possibility of same, and regardless of whether the claims are based in contract, strict liability, infringement, or any other legal or equitable theory.
12. Indemnification
12.1 You agree to indemnify, defend and hold STACK HARBOR INC and its employees, agents, shareholders, officers, directors, successors and assigns harmless from and against any and all claims, damages, liabilities, costs, settlements, penalties and expenses (including attorneys' fees, expert's fees and settlement costs) arising out of or relating to any suit, action, proceeding, arbitration, subpoena, claim or demand brought or asserted by a third party pursuant to any theory of liability against STACK HARBOR INC. WE RESERVE THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL ASSIST AND COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENCES.
13. Backup
13.1 CLIENT is solely responsible for the preservation of CLIENT's data which CLIENT saves onto its virtual server (the "Data"). EVEN WITH RESPECT TO DATA AS TO WHICH CLIENT CONTRACTS FOR BACKUP SERVICES PROVIDED BY STACK HARBOR INC, TO THE EXTENT PERMITTED BY APPLICABLE LAW, STACK HARBOR INC SHALL HAVE NO RESPONSIBILITY TO PRESERVE DATA. STACK HARBOR INC SHALL HAVE NO LIABILITY FOR ANY DATA THAT MAY BE LOST, OR UNRECOVERABLE, BY REASON OF CLIENT'S FAILURE TO BACKUP ITS DATA OR FOR ANY OTHER REASON.
14. Service Usage Conditions
14.1 As a condition of use, you promise not to use the SERVICES for any purpose that is prohibited by these Terms of Service. You are responsible for all of your activity in connection with the SERVICES and the activity of any sub-user that uses your access code or Account.
14.2 You agree that you will not transmit, distribute, post, store, link, or otherwise traffic in CONTENT, information, software, or materials on or through the Service that (i) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, offensive, profane, contains or depicts pornography that is unlawful, or is otherwise inappropriate as determined by us in our sole discretion, (ii) you know is false, misleading, untruthful or inaccurate, (iii) constitutes unauthorized or unsolicited advertising, (iv) impersonates any person or entity, including any of our employees or representatives, or (v) includes anyone's identification documents or sensitive financial information. STACK HARBOR INC may permit, in its sole discretion, adult websites that abide by provincial and federal law and regulation.
14.3 You shall not: (i) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or our third party providers') infrastructure; (ii) interfere or attempt to interfere with the proper working of the SERVICES or any activities conducted on the SERVICES; (iii) bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the SERVICES (or other accounts, computer systems or networks connected to the SERVICES); (iv) run any form of auto-responder or "spam" on the SERVICES; (v) use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Website; (vi) harvest or scrape any CONTENT from the SERVICES; (vii) use the SERVICES for high risk activities including but not limited to the operation of nuclear facilities, air traffic control, life support systems, or any other use where the failure of service could lead to death, personal injury, or environmental damage; or (viii) otherwise take any action in violation of our guidelines and policies.
14.4 You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the SERVICES (including without limitation any application), except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the SERVICES, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, provincial, national and international laws and regulations.
14.5 We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of us, our users and the public.
14.6 CLIENTS are restricted from registering multiple Accounts with the same billing details without first notifying STACK HARBOR INC of that intent. Otherwise, STACK HARBOR INC shall have the right to automatically flag such Accounts as fraudulent or abusive, and STACK HARBOR INC may, without notification to the Client of such Account, suspend the service of such Account or any other Account used by such Client. The use of referral codes by multiple Accounts having the same billing profile is not allowed. STACK HARBOR INC also reserves the right to terminate a Client's Account if it is targeted by malicious activity from other parties.
14.7 You may not use the SERVICES to obtain information about or make decisions about anyone but yourself. You are solely responsible for any reliance by you on the SERVICES or other use you make of the SERVICES. Comments, suggestions or materials sent or transmitted to STACK HARBOR INC (collectively "Feedback"), shall be deemed to be non-confidential. Subject to the conditions described in STACK HARBOR INC's Privacy Policy, STACK HARBOR INC shall have no obligation of any kind with respect to such Feedback and shall be free to use and distribute the Feedback to others without limitation, including, but not limited to developing and marketing products incorporating such Feedback. STACK HARBOR INC reserves the right to publish or use any responses, questions or comments emailed to STACK HARBOR INC for promotional or other purposes without any further permission, notice or payment of any kind to the sender. All such submissions will be the property of STACK HARBOR INC.
14.8 The enumeration of violations in this Section 14 of these Terms of Service is not meant to be exclusive, and STACK HARBOR INC provides notice hereby that it has and will exercise its authority to take whatever action is necessary to protect the SERVICES, CLIENTS, and third parties from acts that would be inimical to the purposes of this Section 14 of these Terms of Service.
Lawful Use of the Network
14.9 In using the SERVICES, CLIENTS must comply with, and refrain from violations of, any right of any other person, entity, law, or contractual duty, including without limitation the laws of CANADA and the laws of QUEBEC, and including without limitation those laws forbidding: (a) distribution of child pornography, (b) forgery, identity theft, misdirection or interference with electronic communications, (c) invasion of privacy, (d) unlawful sending of commercial electronic messages or other marketing or electronic communications, (e) collection of excessive user data from children, or other improper data collection activities, (f) securities violations, wire fraud, money laundering, or terrorist activities, or (g) false advertising, propagating or profiting from frauds and unfair schemes. CLIENTS will also comply with the affirmative requirements of law governing use of the SERVICES, including but not limited to: (i) disclosure requirements, including those regarding notification of security breaches, (ii) records maintenance for regulated industries, and (iii) financial institution safeguards.
Agreed Use of Allotted Network Resources
14.10 CLIENTS shall not use any method to circumvent the provisions of these Terms of Service, or to obtain SERVICES in excess of those for which they contract with STACK HARBOR INC. CLIENTS shall use only those IP addresses that are assigned to them by STACK HARBOR INC, and shall not use any IP addresses outside of their assigned range. CLIENTS shall not use any mechanism to exceed the amount of resources assigned to them through the SERVICES, or to conceal such activities.
Injurious Code
14.11 CLIENTS may not use the SERVICES to distribute, receive communications or data gleaned from, or execute any action directed by any type of injurious code, including but not limited to: (i) trojans, (ii) key loggers, (iii) viruses, (iv) malware, (v) botnets, (vi) denial of service attacks, (vii) flood or mail bombs, (viii) logic bombs, or (ix) other actions which STACK HARBOR INC reserves the sole right to determine to be malicious in intent.
Email Violations
14.12 CLIENTS shall not send bulk email utilizing their resources on the SERVICES unless they maintain a double-authorized list of subscribed members including IP addresses and relevant contact information, along with following guidelines for including removal links with all sent emails according to the such legislation. CLIENTS shall comply with all laws regarding the sending of commercial electronic messages or other marketing or electronic communications. CLIENTS are forbidden from taking any action that would result in their IP addresses, or any IP address associated with STACK HARBOR INC or other CLIENTS, being placed on the Spamhaus.org blacklist. STACK HARBOR INC reserves the sole and absolute right to determine whether an email violation has occurred.
Invasion of Privacy, Defamation, or Harassment
14.13 CLIENTS may not use the SERVICES in a manner that would violate the lawful privacy rights of any person, or to publish or republish defamatory or libelous statements, or to harass or embarrass, which shall be determined in STACK HARBOR INC's sole and absolute discretion.
Violation of Copyright, Trademark, Patent or Trade Secret
14.14 CLIENTS may not use the SERVICES in violation of the copyrights, trademarks, patents or trade secrets of third parties, nor shall they utilize the SERVICES to publish such materials in a manner that would expose them to public view in violation of the law. The provisions of the Digital Millennium Copyright Act of 1998 ("DMCA") and all other applicable international trademark, copyright, patent or other intellectual property laws will apply to issues presented by allegations of copyright violations by third parties. STACK HARBOR INC will, in appropriate circumstances, terminate the accounts of repeat violators. If a third party believes that a Client of STACK HARBOR INC is violating its intellectual property rights, it should notify us by email at abuse@stackharbor.com. A notification should include information reasonably sufficient to permit STACK HARBOR INC to locate the allegedly infringing material, such as the IP address or URL of the specific online location where the alleged infringement is occurring.
Export
14.15 Client shall comply with all applicable export and import control laws and regulations in its use of the SERVICES, and, in particular, Client shall not utilize the SERVICES to export or re-export data or software without all required CANADIAN and foreign government licenses. Client assumes full legal responsibility for any access and use of the SERVICES from outside CANADA.
Acts of Sub-Users
14.16 CLIENTS are responsible for the acts of others utilizing their access to the SERVICES, and will be held responsible for violations of the SERVICES by their sub-users or persons who gain access to the SERVICES using the Client's access codes.
Access Code Protection
14.17 CLIENTS shall utilize proper security protocols, such as setting strong passwords and access control mechanisms, safeguarding access to all logins and passwords, and verifying the trustworthiness of persons who are entrusted with account access information.
Notification Regarding these Terms of Service
14.18 CLIENTS shall notify all persons who receive access to the SERVICES of the provisions of these Terms of Service, and shall inform them that the terms of these Terms of Service are binding upon them.
Remedial Action
14.19 CLIENTS shall notify STACK HARBOR INC if and when they learn of any security breaches regarding the SERVICES, and shall aid in any investigation or legal action that is taken by authorities and/or STACK HARBOR INC to cure the security breach.
15. Jurisdiction
15.1 If any dispute arises about this agreement, or how this agreement applies to your use of our SERVICES or products, the laws of CANADA will apply. Our CLIENTS irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of CANADA, and waive any right that they may have to object to an action being brought in these courts. To the maximum extent permitted by law, this agreement is governed by the laws of QUEBEC, CANADA. You hereby consent to the exclusive jurisdiction and venue courts in MONTREAL, QUEBEC in all disputes arising out of or relating to the use of our SERVICES.
16. Limitation of Liability
16.1 IN NO EVENT SHALL WE, NOR OUR DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICES (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF FEES PAID TO US FOR THE PARTICULAR SERVICES DURING THE IMMEDIATELY PREVIOUS ONE MONTH PERIOD, EVEN IF STACK HARBOR INC HAD BEEN ADVISED OF, KNEW, OR SHOULD HAVE KNOWN, OF THE POSSIBILITY THEREOF. CLIENT ACKNOWLEDGES THAT THE FEES PAID BY HIM OR HER REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT STACK HARBOR INC WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS. CLIENT HEREBY WAIVES ANY AND ALL CLAIMS AGAINST STACK HARBOR INC ARISING OUT OF CLIENT'S PURCHASE OR USE OF THE SERVICES, OR ANY CONDUCT OF STACK HARBOR INC'S DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SERVICES OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO OR USE OF THE SERVICES.
SOME JURISDICTIONS LIMIT OR PROHIBIT THE FOREGOING LIMITATIONS, AND IN SUCH JURISDICTIONS THE FOREGOING LIMITATIONS SHALL BE APPLIED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Contact
You may contact STACK HARBOR INC at the following address:
Stack Harbor Inc.
75 Queen Street, Suite 1400
Montréal, QC H3C 2N6, Canada
Phone: +1 (855) 446-7836
Email: sales@stackharbor.com
Effective Date: October 16, 2019.