General Terms Applicable to Delivery of Roar Solutions Web Services
READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACCEPTING THIS CONTRACT FOR SERVICES. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS AS HEREIN OUTLINED DO NOT CLICK THE ACCEPT BUTTON ON THE ORDER FORM. ACCEPTANCE OF SERVICES IS ACCEPTANCE OF THIS CONTRACT AND ROAR SOLUTIONS INC. RESERVES THE IRREVOCABLE RIGHT TO TERMINATE SERVICES SHOULD NO ACCEPTANCE OF THIS CONTRACT BE RECEIVED BY THE CLIENT TO ROAR SOLUTIONS INC. ACCEPTANCE BY EMAIL SHALL CONSTITUTE ACCEPTANCE AS IF IN WRITING AND BE FINAL AND BINDING AND CONSTRUED AND GOVERNED IN ACCORDANCE WITH THE LAWS OF THE PROVINCE OF ONTARIO.
The term "Client" as referenced herein shall apply to the full contact information as submitted on the Roar Solutions Inc. online order form.
The term "Roar Solutions Inc." as referenced herein shall apply to :
A limited liability company (incorporated April 26th, 1991 as 920771 Ontario Inc. amended in 2002 to Roar Solutions Inc. hereinafter referred to as Roar Solutions Inc. operating under the laws of the Province of Ontario and shall provide for the following indemnity with respect to all services provided herein (acceptance of this contract is an acceptance of this indemnity): In no way shall Roar Solutions Inc. be liable to the client or any third party of the client for any indirect, consequential, punitive or non-contractual damages or lost profits, claims or other resulting out of or associated with this agreement or any services provided herein that without exhausting the generality of the foregoing shall indemnify and save harmless the shareholders, principals and related corporate entities of Roar Solutions Inc. The client acknowledges and accepts advance disclosure of this liability waiver and indemnity to Roar Solutions Inc. it's subsidiaries and assigns and recognizes that the term "Roar Solutions Inc." as herein and aforementioned referenced shall apply to the full extent of this indemnity.
The term "Content Management System" shall apply to:
A section of the clients web site provided by Roar Solutions Inc. per an agreed to contract for services between Roar Solutions Inc. and the client whereby the ability to control content shall be controlled by the Client through a Content Management System accessible by any one on-line through input of the correct password and username. The Client is responsible for the maintenance and confidentiality of the username and password of the Content Management System. Any breach of use or distribution of the password to other third parties not party to this contract shall in itself be a breach of this contract rendering at the irrevocable option of Roar Solutions Inc. the right, without exhausting any further rights contained herein to terminate this contract.
You agree to indemnify and hold Roar Solutions Inc.and its suppliers, affiliates, partners and employees (collectively, the “Indemnified Parties”) harmless from any and all claims and demands, losses, liability costs and expenses (including, but not limited to, attorneys’ fees), incurred by an Indemnified Party arising out of or related to (i) your breach of this Agreement; (ii) any information submitted, posted or otherwise provided by you at your Website; (iii) any dispute or litigation between an Indemnified Party and a third party caused by your actions; and (iv) your negligence or violation or alleged violation of any rights of another. These obligations will survive any termination of your relationship with Roar Solutions Inc. or your use of our Service. To the fullest extent permitted by law, the foregoing indemnity will apply regardless of any fault, negligence or breach of contract of Roar Solutions Inc.and its suppliers, affiliates, partners and employees.
Limitation of Liability
Roar Solutions Inc. will not be liable for any indirect, punitive, special, incidental or consequential damages whatsoever, including, but not limited to, damages for loss of use, server downtime, data center downtime, data or profits (however arising, including negligence).
The Hosting Service Account as referenced herein shall apply to the following services:
Virtual Server Hosting Account:
Your website will be hosted on our severs as a virtual server account including features from time to time added or deleted at the sole discretion of Roar Solutions Inc.
Roar Solutions Inc. maintains server services that currently provide an average overall uptime of 99% Network uptime and daily back-up. There exists times when server back-up and or access to server (times of maintenance and update) require a downtime access to server. Any maintenance downtime will be scheduled to occur in non-peak hours. The client agrees to indemnify and save harmless Roar Solutions Inc. from any and all third and direct party obligations as a result of server downtime which for all intensive purposes shall apply for loss of storage data, email access, database content and or transfer interruption during such times.
Content Management System:
Roar Solutions Inc. shall provide the client a section of their web site (unless service provided by Roar Solutions Inc. is limited to a hosting only account) that shall contain a "Roar Solutions Inc. Content Management System" enabling the client through the Internet and an assigned username and password to control content (real time) to be displayed within sections of the web site. The client shall be solely responsible for any redistribution or third party accessibility by the way of the assigned username and password. In addition the Client shall be responsible for all content contained within said web site.
While our servers provide for daily back-up of data the responsibility of maintaining data back-up of all content, files and without exhausting the generality of the foregoing kb's of information shall be the responsibility of the client. If you plan to move your site to another provider or if your billing is not paid up to date, it will be the responsibility of the client to ensure that all data is transferred to a new webite or hosting provider. Roar Solutions will not be held responsible if your website is removed from our servers due to overdue account issues, that is the client's responsibility.
Data Storage and Transfer:
Your hosting account allows you access for storage and data transfer rates as outlined in your proposal for services. If client exceeds available storage/bandwidth space for their account, they will be charged the next level hosting package cost on the following months hosting bill.
Web Site Design Template:
Roar Solutions Inc. offers semi customizable website design templates. All website templates, flash templates and other products are ready-made web designs, that can be used as a basis for fast and high-quality website solutions. Our website templates, flash templates and all other products can be customized or used as is. The client will not have any exclusive license or ownership to any website templates or flash templates design concept unless specifically agreed upon in writing. All website templates and flash templates will be made availabe to any Client wishing to sign up with Roar Solutions' website services.
Web Stats and Measurement:
The Client shall have access to server-based traffic measurement software as provided by Roar Solutions Inc. for the measurement of vital web site statistics of www.YourDomain.com. Roar Solutions Inc. irrevocably reserves the right to amend these services at there sole and unfettered discretion.
We agree to respect privacy of email communication sent, limited only to our rights for disclosure under law, the Internet is a public domain and while we shall strive to provide secure access we shall not be liable for any propagation of email or content to non-related third parties deriving access without our control or approval to any messages disseminated though our server for or on behalf of our Client. Please view our AUP (Authorized Useage Policy) for email accounts
• You agree you are entirely responsible for maintaining the confidentiality of Your customer number/login, password, credit card number.
• You agree You are entirely responsible for any and all activities that occur under your account.
• You agree to notify Roar Solutions immediately of any unauthorized use of your account or any other breach of security.
• You agree Roar Solutions will not be liable for any loss that you may incur as a result of someone else using your Account Access Information, either with or without your knowledge.
• You further agree you could be held liable for losses incurred by Roar Solutions or another party due to someone else using your Account Access Information.
• For security purposes, you should keep Account Access Information in a secure location and take precautions to prevent others from gaining access to your Account Access Information.
• You agree that you will be responsible for all activity in your account, whether initiated by you, or by others on your behalf, or by any other means. Roar Solutions specifically disclaims liability for any activity in your account, whether authorized by you or not.
The following is intended to supplement the Roar Solutions Billing Policy by providing a context for it, without conflicting therewith.
All prices are in Canadian dollars.
Authorized Credit Cards for Payment of Website Development and Hosting
• Roar Solutions will accept payment for website development/monthly ongoing hosting by VISA, MASTERCARD or AMEX. Yearly payments of hosting can also be made by cheque sent to our Ontario office location.
• 100% of one time web setup fees are due before commencement of project.
• Cancellation of any projects is subject to payment of % of completed project + $100 administration fee.
• Monthly hosting is billable at the start of the month of each month for upcoming hosting cycle.
• When you first signup with Roar Solutions, the next month (1st of the month) you will be billed for hosting irregardless as to whether your website is 'live' or not. This is due to the fact that your website is now taking up server resources, backups are being performed, server monitoring is ongoing etc.
• Client is responsible for last month hosting fee on first invoice, and all subsequent monthly hosting payments. PLEASE NOTE -- we keep your site running for a full 2 months, send you email and voicemail notifications that your account will expire and are not responsible to keep any website files, images, emails, or any other data related to your account. Once your account is removed from our servers, we cannot retrieve this information, so it is imperative that you download your website information before your account is shut down.
• Roar managed domains will be automatically renewed on your behalf, with renewal fees applied to the credit card on file.
• To cancel the renewal of a Domain Name please contact Roar Solutions not less then 60 days prior to the expiry of the Domain Name.
• Domain Names are purchased or renewed for a term of two years. Longer terms are available upon request.
Ongoing Web Hosting Fees
• Hosting fees are payable monthly or annually in advance. You will be billed last months hosting when you first open up your account with Roar Solutions.
• If we cannot process your monthly web account/hosting fee (e.g. declined credit card/bounced cheque), it will be your responsibility to contact Roar Solutions to update your account with us BEFORE the next billing cycle (i.e. the 1st day of the next month). This will ensure your account stays activated.
• Monthly hosting for months that we cannot process your payment will still be owing to Roar Solutions with interest on late payment calculated at 10% per month.
• Monthly website fees must be received within the first 5 days of the month. If we do not receive this from you, you will be contacted by our customer support staff once by email and once by phone to remind you about your past due account. At the end of the month, your site will be suspended. This suspended mode will leave your website unreachable by the general public.
• After 30 days of suspension Roar Solutions will terminate your website and email completely from our servers. If you pay your outstanding balance after this point, your original website will not be available for relaunch. To get a new site launched, you will have to pay the initial design fees once again. Paying your bills in a timely manner is critical to ensure that your original website stays activated on our servers.
• Roar Solutions Inc. reserves the right to terminate services at any time for non-payment of fees due on account.
• PLEASE NOTE -- to reactivate your website and email (within the 30 day grace period), you will need to have your account paid in full and pay a $50+GST re-activation fee. Activation and set-up fees are non-refundable.
• Interest on late payments shall accrue at the rate of 10% per month.
• A $30 fee shall apply for any NSF cheque received by Roar Solutions Inc. from the client.
• Monthly web hosting fees shall continue until termination of the Agreement.
• In the event of default of the terms of this contract for services Roar Solutions Inc. reserves the right (acting without prejudice) to withhold domain DNS transfer until such time as all outstanding items are paid in full with penalties and interest.
• At such time when the hosting of a website ceases, Roar Solutions Inc. removes all information (files, database, images etc.) from our servers. Please note that if you wish to move your website to another provider, then they will have to manually save each website page on your own computer. This ensure that you have a record of your website. Roar Solutions WILL NOT be held responsible for past due accounts that have had their website files removed off our servers. These site are removed to ensure our server space is optimized. Roar Solutions WILL NOT transfer any proprietary code developed by our developers.
• Your web hosting account provides for a pre-defined amount of storage space and data transfer. Any excess in use of space over that allocated (outlined herein within Section 1-4) under Data Storage and Transfer at the then current rate charged by Roar Solutions Inc..
• HSTwill be charged where applicable Roar Solutions Inc.
• You MUST contact Roar Solutions in writing within 5 business days of the next months billing cycle. You must submit your cancellation request by filling out this form to cancel your website, email account or other services or you will continue to be billed according to your existing payment schedule with Roar Solutions.
• For security reasons, Roar Solutions may contact you by phone to verify your cancellation email to us.
• Roar Solutions Inc. reserves the right to terminate services and withhold domain name information if fees for all services provided by Roar Solutions Inc. have not been paid in full in advance of early termination.
• Any Breach of the terms of this Agreement by the client shall constitute at the sole and irrevocable option of Roar Solutions Inc. a breach of this contract and Roar Solutions Inc. shall have the irrevocable right to terminate services.
• Should Roar Solutions Inc. elect to cancel the provision of services offered it may do so at it's sole and irrevocable option at any time during the course of this contract, by providing 30 days advance notice to the Client of intent to terminate services or a portion of services offered.