Terms of Service

GENERAL TERMS AND CONDITIONS

Definitions
"We" or "Us" refers to 1-Line.
"Service" refers to the services provided by us and subscribed to by you and may include, but is not limited to, Internet access, Website service and ISDN Services.
"You" refers to the person or organization that uses or subscribes to 1-line's services.

General
This service agreement sets forth the Terms and Conditions that apply to use of the Service by you. By using the Service, you agree to comply with all of the Terms and Conditions set out in this document.
We shall have the right at any time to change or modify the Terms and Conditions applicable to your use of the Services, or any part thereof, or to impose new conditions and will issue you a revised service agreement outlining these conditions. Any changes to fees and prices are subject to the conditions as outline in Service(s) Rates. Our Services are provided on the basis of, and are subject to, service, facility and equipment availability. We reserve the right not to provide one or more Services where necessary facilities, equipment or services are not available for any reason whatsoever.

Term and Termination
The Service is for an initial one-year term as agreed between us and shall not renew at the end of the initial Term. We will send you a renewal letter 60 days prior to the date of expiration on your current service agreement and a revised service agreement for you to sign outlining the service and any change in fees as requested by you as part of the renewal.
If you are dissatisfied with our service, or with any of our terms, conditions, rules, policies, guidelines, or practices in operating the Service, your sole and exclusive remedy is to terminate your service agreement with us in accordance with our cancellation policy. You must provide us with not less than 30 days written notice prior to the next billing date to advise us of your decision to terminate this service agreement.
No refunds will be given for partial terms or for any initial registration or set-up fee.
We reserve the right to terminate any Service to you for cause in the event that you breach this service agreement. We may suspend your service in lieu of terminating this service agreement while we investigate the alleged breach of this service agreement.

Your Responsibilities
While using the Service you must comply with applicable laws at all times. You assume total responsibility and risk for your and your authorized users' use of the Service.
You are responsible for paying all charges necessary to use and access the Service. We will recognize only you as the person authorized to accept, utilize, manage, modify or terminate the Service.

Illegal Use
Voicemail, fax and email service is provided by 1-line to you and may only be used for lawful purposes. Transmission, distribution or storage of any material in violation of any applicable law or regulation is prohibited. This includes, without limitation, material protected by copyright, trademark, trade secret or other intellectual property right used without proper authorization, and material that is obscene, defamatory, constitutes an illegal threat, or violates export control laws.

System and Network Security
Violations of system or network security are prohibited, and may result in criminal and civil liability. 1-line will investigate incidents involving such violations and will cooperate with law enforcement if a criminal violation is suspected. Examples of system or network security violations include, without limitation, the following:
· Unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without express authorization of 1-line.
· Unauthorized monitoring of data or traffic on any network or system without the express authorization of 1-line
· Interference with service to any user, production server or network, without limitation, mail bombing, flooding, deliberate attempts to overload a system and broadcast attacks.
· Forging of any TCP-IP packet header or any part of the header information in an email or a newsgroup posting.

Email
Sending unsolicited mail messages, including, without limitation, commercial advertising and information announcement without PRIOR consent from the person who is to receive the message, is strictly prohibited by 1-line. A user shall not use any of 1-line's hosted websites' mail server to relay mail without the express permission of the owner of that website and 1-line.

Equipment
We promise to maintain our computer equipment such as the 1-line servers within efficient means to ensure your services are delivered reliably and within the scope of service as outlined in the service agreement.

Warranty
We warrant that all work which is necessary for the proper installation, maintenance, repair and replacement of our computer equipment, such as the 1-line servers, shall be carried out in a good workmanlike manner, shall comply with all applicable laws, regulations, by-laws, orders, rules and ordinances of any competent authority, shall be subject to our supervision and shall be performed only by persons we approve or designate.

Server Availability Commitment
The following outlines 1-line's availability commitment for a non-redundant server, which means a 1-line standard production server or firewall such as the 1-line servers, is to limit a customer's server's unavailability to a maximum of 240 minutes in any given week without providing due notice to the customer. Any unscheduled downtime anticipated to occur longer than the maximum amount allocated to unavailability will result in us notifying you of this unavailability either by telephone, fax, email or regular mail. Unscheduled downtime can result from unforeseen technical matters such as intrusion from an un-predicted virus or attack, loss of service beyond our control that could be attributed to electrical matters or service provided by the service facility or unprecedented hardware failure. Please see Service Interruption for further clarification.

Scheduled Maintenance
Scheduled maintenance will be done to any 1-line standard production server or firewall of which a customer is notified at least 48 hours in advance and that is performed during a standard maintenance window from 2am to 6am Monday to Friday. Any other maintenance which may result in a server not being accessible by the Internet will require us to notify a customer 24 hours in advance and will only be performed between 11pm and 5am Monday to Friday or during a non-standard maintenance window provided by the client and received by 1-line in writing prior to work being performed.

Service(s) Rates
The prices for the Service(s) are made available in this service agreement and are subject to change only upon renewal of this service agreement should our rates increase, or amendments to the service agreement to add a product or service, or modify or remove a product or service. Requests to amend the services or products, and the reflection in cost, as outlined in this service agreement must be made in writing (an email message will suffice). Amendments will be drafted by 1-line and attached to this service agreement entitled ADDENDUM and will be signed by a representative of 1-line and you.

Invoices
We will invoice you monthly, in advance of the provision of Service, unless otherwise specified in these Terms and Conditions or defined by a separate contract. The invoice will include, and you will be responsible for, any applicable provincial and federal taxes, as well as interest charges on overdue invoices, and for any overages of a service as outlined in Appendix A of this service agreement.
You must bring invoice inquiries and disputes to our attention within 30 days of the invoice date and failure to do so will be deemed to be an admission that the entire contents of the invoice are accurate.

Payment Terms
Invoices are due on the date specified on the invoice. Interest will accrue on unpaid amounts as and from 30 days after the invoice date at the rate of 1.5% per month (19.56% per annum), or such other rate as we may determine from time to time. Payment shall be made by cash or authorized company cheque. Should your financial institution, for any reason, reject a payment you will be charged a fee of $35.00.

Service Interruption
We may suspend the Service at any time for any reasonable duration of time, without penalty or liability to ourselves, where necessary. You agree that it may be necessary for us to temporarily suspend our Service for technical reasons or to maintain our network, equipment or facilities. We shall not bear any liability whatsoever for:
(i) any such suspensions of Service;
(ii) the termination of Service pursuant to these Terms and Conditions;
(iii) suspension or termination of Service due to your non-payment of amounts or deposits due;
(iv) suspension or termination of Service due to your unlawful or improper use of facilities or Service by you;
(v) your inability to access any Services because of technical difficulties resulting from your own Internet access, hardware or software.

And, or

(vi) where non-payment of any invoice related to web service is in excess of 90 days, outstanding services will be suspended until such time as all outstanding amounts are received and cleared by your financial institution.

Limitation of Liability
The Service is provided on an "as is" and "as available" basis and use of the Service is at your own risk. We make no representations or warranties whatsoever, either express or implied, with respect to the Service or any service, merchandise or information provided through the Service, including without limitation any representation or warranty with respect to the network transmission capacity of any common carriers used by us or the accuracy or quality of the Service. There is neither warranty of title, non-infringement nor any implied warranty of merchantability or fitness for a particular purpose. It is solely your and your authorized users' responsibility to evaluate the accuracy, completeness and usefulness of all opinions, advice, services and other information and the quality and merchantability of the Service and all merchandise and services provided through the Service generally.
Neither we nor our suppliers warrant that the Service will be uninterrupted or error free.
Without limiting the generality of the foregoing, we and our suppliers, and our respective directors, officers and employees (collectively, in this paragraph, "1-line"), are not responsible or liable to you or third parties for any claim, loss, damages, liability or expenses you or others may suffer or incur as a result of, arising out of, or in any way connected with the Service, or any use of it or interruption in it, whether through act or omission, negligence or otherwise, and whether direct or indirect. Without limitation, 1-line is not liable for any incidental, special, consequential, punitive, aggravated or exemplary damages, or loss of use, data, business, income or profits, even if 1-line has been advised of the possibility of such claim, loss, damages, liability or expenses by you or others. You assume all responsibility and liability with respect to mistakes, omissions, interruptions, errors, defects, delays in operation or transmission, or any failure of performance. The limitations on liability contained in this service agreement shall survive the termination of this service agreement. Without limiting the generality of the foregoing, in no circumstances shall our liability to you exceed one (1) month's service fee.

Your Indemnification of 1-line
You shall indemnify and hold us and our directors, officers and employees harmless against all claims, loss, damages, liability or expenses that we and/or they may suffer or incur, directly or indirectly, arising out of, resulting from or in connection with your use of the Service. Indemnification includes, but is not limited to, claims by third parties, the installation, maintenance, and removal of any and all equipment, the violation by you of the service agreement in force from time to time, and legal fees, disbursements and all other reasonable costs incurred by us in connection with any legal, collection or other proceedings brought by us against you related to this service agreement.

Relationship
The relationship between us constitutes that of independent contractors. You do not possess, nor are you able to distinguish yourself as having, any authority to act for or create any obligation of, or make any representation on behalf of or in our name. You shall not use, in any manner or circumstance whatsoever, trademarks, trade names, logos or designs owned or licensed by us.

Inurnment/Assignment
These Terms and Conditions are binding upon, and shall endure to, our benefit and that of our respective successors, heirs, executors, administrators, personal representatives and permitted assigns. You shall not assign or transfer your rights or obligations hereunder or otherwise in respect of the Service without our prior written consent.

Notice
Any notice by you to us shall be submitted in writing by e-mail to: service@1-line.com for all business customers and related accounts. Please visit our website http://www.1-line.com for additional contact information.

Force Majeure
Neither of us shall be liable for any delay, interruption or failure in the performance of our obligations if caused by acts of God, declared or undeclared war, fire, flood, storm, slide, earthquake, power failure, the inability to obtain equipment, supplies or other facilities that are not caused by a failure to pay, labour disputes, or other similar events beyond the control of the party affected that may prevent or delay such performance. If any such act or event occurs or is likely to occur, the party affected shall promptly notify the other, giving the particulars of the event. The party so affected shall use reasonable efforts to eliminate or remedy the event.

Unenforceable Provisions
If any part of these Terms and Conditions is found to be invalid or unenforceable under applicable law, such part shall be ineffective to the extent of such invalid or unenforceable part only, without in any way affecting the remaining parts of these Terms and Conditions.

Governing Law
The rights and obligations of the parties pursuant to these Terms and Conditions is governed by, and shall be construed in accordance with, the laws of the Province in which your designated billing address is situated, and the federal laws of Canada applicable in said Province.
The Service originates in Canada and is brought about in the Province of Ontario.
You may be subject to other local, provincial and national laws. You hereby irrevocably submit to the exclusive jurisdiction of the Courts of the Province of Ontario for any dispute arising under or relating to this service agreement and waive your right to institute legal proceedings in any other jurisdiction. We shall be entitled to institute legal proceedings in connection with any matter arising under this service agreement in any jurisdiction where you reside, do business or have assets.

Language
These terms and conditions are available only in English at present.

Waiver
No waiver of any of the provisions of these Terms and Conditions shall be deemed to constitute a waiver of any other provision nor shall such a waiver constitute a continuing waiver unless otherwise expressly provided in writing duly executed by the party to be bound thereby.

Entire service agreement
These Terms and Conditions represent the complete service agreement and understanding between us with respect to the Service and supersede any other written or oral service agreement.

End User
You warrant that you are the end user of the software and the service Service provided under this service agreement.