Terms & Conditions of Service
Terms and Conditions of Service
that legal stuff..
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL DYMAXION BE LIABLE FOR SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF ANTICIPATED PROFITS OR LOSS RESULTING FROM BUSINESS DISRUPTION DUE TO FAULTY EQUIPMENT OR SERVICES PROVIDED EVEN IF DYMAXION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE STATED WARRANTIES AND THE COMMITMENTS SET FORTH HEREIN ARE IN LIEU OF ALL OTHER OBLIGATIONS OR LIABILITIES ON THE PART OF DYMAXION FOR DAMAGES OR OTHER RELIEF, INCLUDING, BUT NOT LIMITED TO, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES THAT IN ANY WAY ARISE OUT OF OR IN CONNECTION WITH THE USE AND/OR THE PERFORMANCE OF ANY SOFTWARE.
WARRANTIES AND DISCLAIMERS
DYMAXION MAKES NO WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED ON ITS OWN REGARDING THE FUNCTIONALITY OF HARDWARE OR SOFTWARE, BUT INSTEAD RELIES ON THE WARRANTIES PROVIDED BY THE MANUFACTURER OF EACH PRODUCT.
- The customer agrees to limit access of their technology infrastructure to those employees or consultants who require such access in order to use the technology infrastructure in furtherance of the customer's business.
- The customer shall take all reasonable precautions to maintain the confidentiality of the technology infrastructure, but not less than that employed to protect its own proprietary information.
ASSUMPTIONS AND EXCLUSIONS
- Services requested outside of normal working hours or to meet unusual or exceptional circumstances will incur additional costs. These circumstances may include environmental, security, criminal, corporate or other activity that is not normally anticipated in the day to day operation of a corporation or organization.
- Equipment covered under Managed IT Services that will be replaced or made obsolete as agreed in the site survey phase.
- Dymaxion assumes all equipment is complete (including software media, license keys, passwords etc.) and that you have full control and title over all components necessary for Dymaxion to provide service. Assistance provided when this condition does not exist will be subject to additional charges.
MUTUAL NON-DISCLOSURE AGREEMENT
This Mutual Non-disclosure agreement is for the purpose of preventing the unauthorized disclosure of Confidential Information as defined below. Dymaxion and the Signee (the “parties”) agree to a confidential relationship with respect to the disclosure by one or each (the “Disclosing Party”) to the other (the “Receiving Party”) of certain proprietary and confidential information (the “Confidential Information”).
1a. Definition of Confidential Information
For purposes of this Agreement, “Confidential Information” shall include all information or material that has or could have commercial value or other utility in the business in which Disclosing Party is engaged.
1b. Exclusions from Confidential Information
Receiving Party’s obligations under this Agreement do not extend to information that is: (a) publicly known at the time of disclosure or subsequently becomes publicly known through no fault of the Receiving Party; (b) discovered or created by the Receiving Party before disclosure by Disclosing Party; (c) learned by the Receiving Party through legitimate means other than from the Disclosing Party or Disclosing Party’s representatives; or (d) is disclosed by Receiving Party with Disclosing Party’s prior written approval.
1c. Obligations of Receiving Party
Receiving Party shall hold and maintain the Confidential Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party. Receiving Party shall carefully restrict access to Confidential Information to employees, contractors and third parties as is reasonably required and shall require those persons to sign nondisclosure restrictions at least as protective as those in this Agreement. Receiving Party shall not, without prior written approval of Disclosing Party, use for Receiving Party’s own benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of Disclosing Party, any Confidential Information. The Receiving Party shall return to the Disclosing Party any and all records, notes, and other written, printed, or tangible materials in its possession pertaining to Confidential Information immediately if requested in writing by the Disclosing Party.
1d. Time Periods
This Agreement and Receiving Party’s duty to hold Confidential Information in confidence shall remain in effect until the Disclosing Party sends Receiving Party written notice releasing it from this Agreement, or the Confidential Information disclosed under this Agreement ceases to be confidential.
Nothing contained in this Agreement shall be deemed to constitute either party a partner, joint venturer or employee of the other party for any purpose.
This Agreement expresses the complete understanding of the parties with respect to the subject matter and supersedes all prior proposals, agreements, representations and understandings. This Agreement may not be amended except in a writing signed by both parties.
The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.
These Terms and Conditions shall be governed by and construed according to the laws of the Province of Nova Scotia, and shall not be construed against the drafter. The parties agree that any suit or action relating to these terms and conditions shall be instituted and commenced exclusively in the federal or provincial courts in Halifax, Nova Scotia, and the parties hereby waive the right to change such venue and hereby consent to the jurisdiction of such courts. Any liability on the part of Dymaxion as determined by a court of law will be limited to an amount not to exceed the lesser amount of 1) the labour cost of the repair or 2) a previous month’s retainer or service fees or 3) $5,000 CDN. If Dymaxion must bring suit or other action to collect on unpaid invoices or seek remedy of any other breach of contract, Dymaxion shall be entitled to an award of costs, reasonable lawyer’s fees and interest at the maximum rate permitted by law in addition to any other relief awarded.