Terms of Use
The following terms and conditions of service (the “Terms”) govern your use of the Services. Any current Canadian Network Systems (“CNS”) document describing the plans, features, services or products you have selected and any other document incorporated by reference (collectively, the “Materials”) together with these Terms constitute our agreement with you (the “Service Agreement”). If there is any inconsistency between the Materials and these Terms, these Terms will prevail. No sales representative, dealer, agent, officer or employee of Canadian Network Systems has the authority to change or modify these Terms, except pursuant to an official revised version of these Terms, and you may not rely on any such change or modification. These Terms cannot be changed by you.
THIS IS A LEGALLY BINDING AGREEMENT BETWEEN YOU AND CANADIAN NETWORK SYSTEMS AND CONTAINS IMPORTANT TERMS, CONDITIONS AND LIMITATIONS RELATING TO MATTERS SUCH AS LIABILITY, WARRANTY AND CUSTOMER OBLIGATIONS. BY ACTIVATING OR USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO ALL OF THE TERMS, CONDITIONS AND LIMITATIONS SET FORTH IN THIS AGREEMENT.
Throughout this document:
* us, we, our, Canadian Network Systems means the Canadian Network Systems entity named in the Service Agreement;
* Service or Services means any or all of the Internet access services, IT Consulting or other services that you subscribe to or purchase under the Service Agreement or receive from or through Canadian Network Systems;
* Equipment means any device, equipment or hardware used to access the Services or used in conjunction with the Services.
Unless otherwise specified in the Service Agreement, we may change, at any time, any charges, features, content or any other aspects of the Services, as well as any term or provision of the Service Agreement, without notice to you. If you do not accept a change to the Services, your sole remedy is to terminate the Service Agreement and the Services provided under the Service Agreement.
By entering into the Service Agreement, you:
* authorize Canadian Network Systems to obtain information about your credit history and agree that Canadian Network Systems may provide information to others about your credit experience with Canadian Network Systems;
* accept all provisions of the Service Agreement, including those set forth in the Materials and these Terms;
* agree to cause all persons who use Services under your account or with your authorization to comply with the Service Agreement;
* acknowledge that the acts or omissions of all persons who use Services under your account or with your authorization will be treated for all purposes as your acts or omissions;
* acknowledge that you have received and had the opportunity to review a copy of the Service Agreement, including the Materials and these Terms;
* confirm that the information you have provided to us is up-to-date and accurate; and agree to notify us of any change in your information.
These Terms of Service constitute the agreement between you (“you” or “Customer“) and Canadian Network Systems (“us” or “CNS“) that sets out the terms and conditions that apply to your use of all or any of the services (collectively, the “Services“), including high speed Internet access (“High Speed Services“), IT Consulting and related software, equipment and components provided by CNS to you (collectively, the Equipment).
1. Service Agreement. By activating or using any Service, Equipment or user account with CNS with respect to the Services (your “Account“), you agree to be legally bound by and abide by the terms of this Agreement. If you do not wish to be bound by this Agreement or any modifications which may be made by CNS from time to time (as described in Section 1), you may not activate or use any Service or Equipment and you must contact CNS immediately to terminate your Account, if you have one, and this Agreement.
2. Amendments to this Agreement. CNS reserves the right to amend this Agreement at any time. CNS will use reasonable efforts to publish each amendment before such amendment becomes effective at CNS Website. CNS may, but is not required to, advise you of such amendments by (a) sending you an electronic mail at the electronic mail address registered on your Account, or (b) or mailing notification by Canada Post to the address shown on your Account. You are responsible for regularly reviewing the CNS Website to obtain timely notice of such amendments. If any amendment is unacceptable, you may terminate your Account and this Agreement. If you do not terminate this Agreement before the effective date of the amendment, you will be conclusively deemed to have accepted the amendment.
3. Legal Capacity. You represent and warrant that you have reached the age of majority (at least 18 or 19 years of age) in the jurisdiction in which you reside and that you possess the legal right, capacity and ability to enter into this Agreement and use the Services in accordance with this Agreement.
4. Services. The details of the various Services, including other products and services offered by CNS can be found on the CNS Website. CNS may, from time to time at its sole discretion and without notice or liability, create, amend, change, or delete any Service, including changing pricing for any Services, introducing new Services, substituting old Services for new Services, changing any Service features and deleting any Services. If you do not agree with such changes, you may (as your sole remedy) terminate your Account as outlined in this document. The various Services offered by CNS include a variety of access speeds and features, such as varying tiers of High Speed Services.
5. Term of Agreement. Service is offered and paid for, and the term of this Agreement shall be, on a prescribed recurring basis (usually monthly, though certain Services are offered on the same or different recurring period) for a term that begins on the date that your Account is activated (your regular “Billing Date“ would be first day of the month) and ends on the last day of the same month (the “Recurring Period“). The Services, and this Agreement, will automatically renew for the same Recurring Period, at CNS’s then-current rates and terms, without further action by either party unless this Agreement and the Account is terminated by the customer. You acknowledge and agree that the Service is provided for the full Recurring Period, meaning that if you attempt to cancel the Services or terminate this Agreement prior to the end of the applicable Recurring Period, you will be responsible for all charges relating to the then-current Recurring Period, including unbilled charges, plus a disconnection fee (if applicable), an early cancellation fee for term-based Service contracts (if applicable), and a fee for any unreturned Equipment that is the property of CNS (if applicable), all of which will become immediately due and payable.
6. Content Warning. You acknowledge that the Services provide access to content, information and materials that are uncensored. CNS makes no representation, express or implied, about such content, information or material. You acknowledge that some of the content, information and material that is available through the Services and the Internet may be inaccurate, offensive, harmful or in violation of applicable laws. You further acknowledge and agree that you and all those who use your Account or the Services are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any content, information or material received, transmitted or sent using the Services. Without limiting the foregoing, CNS recommends the following for parents or guardians of minors who may be using the Services: (a) advise each minor to never divulge personal information such as his or her name, phone number or address over the Internet or the Services, and to never organize meetings with other users of the Internet or the Services without your strict supervision and parental approval; and (b) supervise the use of the Services by minors and require that they inform you as to the materials and information that they access. We have the right, but not the obligation, to monitor or investigate any content that is transmitted using the services (other than voice services) or the equipment. We may also access or preserve content or information to comply with legal process in Canada or foreign jurisdictions, operate the services, ensure compliance with the service agreement or any policies, or protect ourselves, our customers or the public.
7. Your Account and Account Use. The use of any Service requires a valid Account. Regardless of whether you are the Account-holder, your use of any Service shall at all times be governed by this Agreement; however, if you are not the Account-holder, you are only permitted to use the Services with the permission of the Account-holder.
8. Account Holder. If you are the Account-holder, you are responsible for your Account and the maintenance, confidentiality and security of your Account and all passwords related to your Account. You are solely responsible and liable for any and all activities that occur under your Account, including all activities of any sub-Account holders and persons who gain access to your Account, whether with or without your permission. You agree to immediately notify CNS of (a) any unauthorized use of your Account, any Service provided through your Account or any password related to your Account, or (b) any other breach of security with respect to your Account or any Service provided through it, and you further agree to provide assistance to CNS, as requested, to stop or remedy any breach of security related to your Account.
9. Privacy Policy. You acknowledge that you have read the CNS Privacy Policy.
Canadian Network Systems is committed to maintaining the accuracy, confidentiality, security and CNS are in accordance with all federal and provincial laws and regulations. We are compliant with the privacy rules established by the Canadian Radio-television and Telecommunications Commission (CRTC).
CNS has in place privacy and security practices to safeguard our customers' personal information. These practices are reviewed, and if necessary revised, on a regular basis. Additionally, employees of CNS receive privacy training and must comply with our privacy practices as a condition of employment.
Personal information collected by CNS is information about an identifiable individual that may include such information as your name, e-mail address, mailing address, phone number, financial information, birth date and any recorded complaints.
At CNS, we collect customer information for one or more of the following purposes:
* To provide a positive customer experience, and deliver, bill for, and collect payment for products and services;
* To understand customer requirements and make information available regarding products and services offered by CNS;
* To develop, enhance, market, or provide products and services;
* To meet legal and regulatory requirements;
and
* To obtain credit information -or provide it to others.
While our general policy is not to provide personal information to any party outside of the company, there are certain limited circumstances under which it is necessary for us to do so. When we do provide personal information to third parties, we provide only that information that is required under the particular circumstances. That information is used only for the purpose stipulated and is subject to strict terms of confidentiality. Employees of the company to whom we may provide information must adhere to our privacy standards. These third parties may include:
* An agent acting on behalf of Canadian Network Systems
* Another communications service provider
* A collection agency
We may also provide personal information to Law enforcement agencies and Emergency services in emergency situations or where required by statute or court order. In some cases, personal information collected by CNS may be stored or processed outside of Canada, and may therefore be subject to the legal jurisdiction of these countries.
Canadian Network Systems does not use or disclose personal information for purposes other than those for which it was collected, except with the consent of the individual or as required by law. CNS retains personal information only as long as necessary for the fulfillment of those purposes.
CNS informs customers of the existence, use and disclosure of their personal information upon request and gives them access to their information.
CNS ensures that customer information is accurate, complete and up-to-date. Customers can challenge the accuracy and completeness of the information and request amendments as appropriate.
If you have questions or concerns about your privacy, you can contact us by email at info@cnsystems.ca or call 1-888-629-1610 (toll free) and one of our customer support agents will be pleased to assist you. If you continue to have unresolved privacy concerns, you can write to:
Canadian Network Systems
14-125 Don Hillock Drive
Aurora, ON L4G0H8
If your privacy concerns are not addressed to your satisfaction by CNS you may contact the Office of the Privacy Commissioner of Canada for further guidance:
By Phone: 1-800-282-1376 or 613-947-1698
By Fax: 613-947-6850
Website: www.privcom.gc.ca
10. Account Information Accuracy. You agree to provide true, current, accurate and complete customer information as prompted by CNS registration or Account-creation process or as otherwise requested by CNS or its agents from time to time and you agree to promptly notify CNS of any changes to this information as required to keep such information held by CNS current, complete and accurate. For greater continuity of Service, you must update your Account information at least 7 days prior to any change as this may affect emergency calls for VoIP Service as well as other services. Your customer information and other details about your Account and the Services are available online at CNS My Account
11. Billing and Payment. It is the responsibility of the customer to read and understand the following billing policies (the “Billing Policies“). CNS reserves the right to change the Billing Policies at our discretion and without notice. The Billing Policies are set out as follows:
a. Fees. As an Account-holder, you hereby agree to pay such fees, including all applicable taxes, incurred by the use of any Service in arrears upon demand by CNS, all of which shall be charged to you in accordance with the rates and conditions established by CNS for the Service and as such rates and conditions may be amended by CNS from time to time in accordance with this Agreement. Such rates and fees will be posted on the CNS Web Site or otherwise made available to you by CNS. Typically, an account will incur two types of fees:
i. Service-Based Fees – recurring, periodic Service fees based on the Services you have selected (please refer to your invoices, and the CNS Web Site for specific characteristics of your Services); and
ii. Usage-Based Fees and other Fees – depending on the Services to which you subscribe, fees based on usage (such as the number of hours or minutes used, the amount of data sent or received, or the destination or location of data transmitted and received) or other fees described in this Agreement (such as late fees or suspension fees on delinquent accounts).
You remain responsible for all unauthorized use of your Account until you notify CNS in accordance with this Agreement.
b. Billing and Invoices. Accounts are invoiced on your Billing Date, In order to keep our costs to an absolute minimum and stay environmentally friendly, invoices will be sent electronically through CNS’s automated email billing system to the email address provided at the time of signup.
Your Service fees will be invoiced and billed in advance and must be paid in advance of each Recurring Period. Your usage-based fees for previous Recurring Period’s Services will appear on your invoice as a separate line item and will be billed in arrears.
c. Payments and Payment Methods. All amounts invoiced are due and payable upon receipt of said invoice. The following automatic payment options are available to you:
i. Credit Card. Automatic monthly payments may be made using a major credit card: Visa, MasterCard or American Express. It is your responsibility to notify CNS promptly of any changes to your credit card payment information prior to your next Billing Date.
Contact our billing department for more information or to sign up for or withdraw from any credit card payment. Available billing and payment options may vary depending on your location, the Services you receive or your plan, and CNS reserves the right to modify the types of payment it will accept, at any time, in its sole discretion.
d. New Accounts. All Account invoices are payable immediately upon issuance, whether delivered via e-mail or postage mail. These amounts will be automatically taken care of by your credit card company. If these payments are declined, you will be notified by our collections department. Your Service may be suspended at CNS’s sole discretion until such time as CNS receives full payment.
e. Prepayment and Promotional Rates. If you elect to prepay your account for a duration agreed upon by CNS, you may be qualified for a prepayment discount. If the account is not paid in advance by the next billing date, your prepayment discount will be removed. CNS does not combine prepayment discounts with any other specials or promotions. CNS allows one special discount or promotion per account at any given time. CNS reserves the right to discontinue prepayment discounts and other promotional specials following any billing date.
f. Late, Rejected and Unpaid Amounts. Rejected Payments. If any payment you make is rejected for any reason, CNS will charge a $25 processing fee to your Account, and your Account may be subject to suspension at CNS’s sole discretion immediately.
g. Unpaid Accounts, Late Fees, and Delinquency Fee. Any outstanding balance on your Account (including accumulated late fees) unpaid for 30 days after the invoice date will accrue late fees (commencing on the invoice date) at a rate of 2% per month, (26.82% per annum compounded) on the total amount overdue. You agree that we can charge any unpaid or outstanding amount, including any late payment charges, on your account to your credit card.
i. Suspension of Unpaid Accounts. If there is an unpaid balance on your Account over 28 days in arrears, CNS reserves the right to suspend your Services and/or Account or your access thereto until you make such arrangements to pay the balance owing in full, without affecting your obligation to pay all amounts outstanding. To reactivate a suspended Account, a $25 reactivation fee will be charged to your account and the full outstanding balance must be paid in full. Furthermore, CNS may require a particular payment method be used for all future payments. Any Accounts outstanding for more than 90 days will be sent to collections and will be subject to other collection charges.
ii. Collection. You agree to pay all costs incurred by CNS in the collection of any delinquent charges due under this Agreement or in the enforcement of this Agreement, including lawyers’ fees. As outlined in the CNS Privacy Commitment, CNS may release customer information to a collection agency for collection purposes only, as CNS does not sell personal information.
h. Service Plan or Payment Plan Changes. If you upgrade your Services, your Recurring Period will be pro-rated and the new Services will take effect immediately. Any adjustments made to your Account or the Services you receive can only be made by the authorized Account holder or other authorized person listed on your Account. At the time you sign up for a different method of payment, changes in your method of payment will go into effect immediately.
i. Username Change/E-mail Address Change. Your Account will have one or more usernames or e-mail addresses associated with it (each a “Username”). You can change your Username at any time. A $25 fee will apply to all User Name changes. A password must be provided with the new Username being activated. The user passwords associated with your Username may be changed at any time free of charge. You must back up any data associated with your Account, such as web-hosted materials, before changing any Username.
j. Cancellations. To cancel an Account or any Service, the authoritative Account holder must contact Canadian Network Systems, via telephone to cancel Service. The account holder shall not consider their service terminated until they receive a valid cancellation number. Cancellations shall not be honored by electronic mail, fax or postal mail. Unused portion of monthly fee, activation fees, installation fees, or any other one-time fees are non-refundable.
k. Refunds and Credits on an Account. Canadian Network Systems, reserves the right to cancel Service for any reason without prior notice. Canadian Network Systems, reserves the right to close accounts for whatever reason. User may discontinue their CNS Service at any time for any reason with proper notice as defined below:
User must contact CNS, via telephone to cancel Service. USER SHALL NOT CONSIDER THEIR SERVICE TERMINATED UNTIL THEY RECEIVE A VALID CANCELLATION NUMBER. Cancellations shall not be honored by electronic mail, fax or postal mail. Unused portion of monthly fee, activation fees, installation fees, or any other one-time fees are non-refundable. Refund cheques will be issued within 60 days.
l. Services Used. You, the Account-holder, shall be responsible for all usage charges on your Account, whether incurred by you or other users. It is your and not CNS’s responsibility to track the use of your Account, including tracking any measurable units or charges that may be used in relation to your Account.
m. Limitation Period for Billing Disputes. Unless you notify CNS of any errors, discrepancies or irregularities in any billing within 30 days after they first appear on your bill or invoice, such bill or invoice will be deemed accepted by you for all purposes and you agree to release CNS from any and all liability and claims of loss resulting from such errors, discrepancies or irregularities.
n. Administration Charges may be levied for administration or account processing activities in connection with your account, including and not limited to the following:
* Collection efforts due to non-payment or having a balance over your credit limit
* Court costs in the event the matter requires legal dispute resolution
* Returned or rejected payments
* Change of any identifier (e.g. phone number)
* The restoration of service
* Early Cancellation Fees. If you subscribed to a term, specific time commitment or a “committed period”, you may be subject to an early cancelation fee (“ECF”) for each service. Any decrease in your committed period may be subject to a fee. If your service is terminated prior to the end of the committed period, you will be required to pay CNS the full balance of the unused portion of your commitment period plus taxes.
Security Deposits and mandatory prepayments. CNS may require or impose a security deposit or mandatory prepayment of service at any time and on such terms as determined by us at our sole discretion. Upon notice to you we may assign, change or remove credit limits on your account.
12. Service Limitation by your Financial Institution. Your right to use the Services is subject to any limits established by your credit card issuer or financial institution, if applicable. By using a credit card you expressly authorize CNS or its agents to charge all fees and charges incurred by you under this Agreement to such payment method and such authorization will survive termination of this Agreement until there are no charges owing by you under this Agreement.
13. Service Limitations. The following provisions apply with respect to all Services:
a. General Practices and Limits. You acknowledge that CNS may establish general practices and limits concerning the use of the Services, including: the maximum size of any e-mail message or other data that may be sent from or received by an Account; the maximum disk space that will be allotted on CNS’s servers on your behalf; the maximum amount of data, speed of data or type of data that may be sent from or received using the Services or Account; and the maximum number of days that e-mail messages, voice messages or other data will be stored on CNS’s servers. You agree to comply with all such general practices and limits, regardless of when or how such limits are conveyed to you. You acknowledge that such general practices and limits may differ for different portions of the Services and may be set at different levels for different users based upon factors that may be determined in CNS’s sole discretion. CNS reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice. You further agree that violating such practices or exceeding such limits may result in suspension, restriction or termination of your Account or the imposition of additional charges.
b. Availability. All Services are subject to the availability of suitable equipment, facilities and infrastructure and consequently all Services are not available at all locations.
c. Virus, Spam and Spyware Protection. For any Services for that any of virus protection, spam control, or spyware protection are offered, you acknowledge and agree that these features are network-level services that attempt to filter such content before reaching your equipment; however, such features will not protect your equipment from any malicious, surreptitious or disabling code, virus, Trojan horse, spyware or spam that are able to circumvent such filters. As a customer, you are ultimately responsible for protecting your account and equipment from Viruses, Spam and Spyware and CNS will not be held liable.
d. Internet-based Services. The Services depend on the Internet, including networks, cabling, facilities and equipment that is not in the control of CNS; accordingly any representation made by CNS regarding access performance, speeds, reliability, availability, use or consistency of the Services are on a “commercial best efforts” basis,
i. CNS cannot guarantee any minimum level regarding such performance, speed, reliability, availability, use or consistency, and
ii. data, messages, information or materials sent over the Internet (such as calls made using VoIP Services, or e-mail messages sent or received) may not be completely private, and your anonymity is not guaranteed.
e. Interoperability. CNS does not guarantee or make any representation or warranty that any Service will operate with any particular equipment or software, including all Internet applications and appliances. It is your responsibility to ensure that your equipment and software meet the current minimum requirements specified from time to time by CNS as being necessary for access to any Service (however, compliance with such minimum requirements does not imply compatibility with the Services). From time to time, the equipment or software required to access the Services may change. Accordingly, your equipment or software may cease to be adequate to access the Services. In such circumstances, you may choose to upgrade your equipment or software, the cost of which will be borne by you, or you may choose to terminate your Account.
f. Compatibility. The Services or any Equipment used to access the Services may interrupt the functioning of some home or business security systems or other devices that use the same phone line(s), communications hardware or protocols. You agree that CNS is not responsible for any such problems or interruptions. You are responsible for ensuring that your premises are appropriately wired to ensure proper functioning of any such security systems or other devices prior to installation of the Services.
14. Inactivity. Notwithstanding any provision to the contrary, CNS may temporarily disconnect your access to the Service for “inactivity”. “Inactivity” is defined as logging into the Dial-Up Services for an extended period without any network activity. You may not use any software or any other device for the purpose of simulating network activity (such as “keep alive” software) to avoid inactivity disconnection.
15. High Speed Service-Specific Provisions. High Speed Services have transfer rate limits as described in your Account plan. If your transfer rate exceeds these limits, extra fees may be charged per gigabyte or CNS may, at its sole discretion, terminate or suspend your Service or Account.
16. Support. The CNS Customer Support Team will provide telephone assistance on a reasonable efforts basis, via the telephone number and during the hours specified on the CNS Website. Assistance is limited to your issues using the Services or your Account and may exclude problems related to certain equipment and software, as specified by CNS, in its discretion. CNS cannot guarantee the resolution of any particular problem or Services interruption, and your sole remedy in the event of your dissatisfaction or CNS’s failure to resolve any particular problem is to terminate the Agreement in accordance herewith.
17. Service Installation, Maintenance and Removals. The following provisions apply to all installations, maintenance, inspections, repairs or removals of any Service or Equipment, whether by you or by or on behalf of Canadian Network Systems: Installation Services. The standard installation configuration for self-installation or CNS installation only includes the installation of the Service access device, such as a high speed modem for High Speed Services and related components to one stand-alone computer or non-networked server. If you wish to connect additional computers to the Internet or to your home network, you are responsible for installing and maintaining the necessary systems and their configurations. You are required to show that your equipment is functioning properly prior to CNS doing any work on your equipment (where applicable).
a. Hardware/Software Requirements. Many Services require you to have suitable hardware (such as a network interface card) or software (such as an operating system) installed in your computer before accessing the Services is possible, and CNS will not install, remove from or rearrange any such software or hardware unless expressly provided for hereunder or at CNS’s sole discretion. You acknowledge and agree that CNS is not responsible for the installation, operation, maintenance or support of any equipment or software owned or used by you, including any equipment or software used in connection with the Services.
b. Access. By electing for any installation services provided by or on behalf of CNS, you authorize CNS, its employees, agents, contractors and representatives, to enter your premises and access your equipment and software for the purpose of installing, maintaining, inspecting, repairing or removing any equipment or software as reasonably required for the provision of the Services.
c. Time of Access. CNS will exert commercially reasonable efforts to arrange for access to your premises at a time that is mutually convenient for you and CNS.
d. Availability. You acknowledge and agree that final confirmation of Service availability cannot occur until the necessary equipment is installed at your premises and tested in such environment. Installation options available for certain Services, including High Speed Services and VoIP Services will depend upon your location. Not all installation options or Services are available at all locations.
e. Standards. At all times, you must provide: (i) an adequate, standard household power outlet within 1.8 metres of the location that the Service Access Device is to be installed; (ii) a suitable location for the installation of the Service Access Device and associated components within 1.8 metres of the computer to be used for access to the Services and that provides reasonable ventilation and protection from damage to, or theft or loss of, the Service Access Device and associated components.
f. Additional Charges. Additional charges shall apply when it is necessary for CNS to install special equipment or software or to incur an unusual expense to establish or install the Services. All site visits for moves, changes, rearrangements or re-installations of a Service will involve a minimum charge, unless otherwise specified by Canadian Network Systems.
g. No Liability. In accordance with CNS’s exclusion of liability clause included in this document, CNS recommends that you back-up all existing computer files by copying them to a different storage device prior to the installation or maintenance of any Services, software, Service Access Devices or related components.
h. Connections. You must supply all the facilities and equipment, including all wiring inside your premises, and all telephone terminal equipment necessary to connect your facilities and the equipment up to the point where the local telephone companies’ facilities end and your facilities begin. It is your responsibility to reconnect your facilities and equipment as necessary after termination of the CNS services.
18. CNS Equipment. You agree to return any CNS Equipment to CNS within 30 days of termination (whether by cancellation, deactivation due to non-payment or any other reason) of your Account or those Services to which CNS Equipment relates, unless otherwise directed by CNS. If you do not return such CNS Equipment in accordance with the foregoing, if such CNS Equipment is returned damaged, or if you have assigned, encumbered, sold, transferred or leased such CNS Equipment, you agree to pay a replacement charge, plus applicable taxes, without limiting or affecting any right available to CNS in at law or in equity.
If CNS provides you with any Equipment, including Service Access Devices or related components, as part of the Services (collectively, “CNS Equipment“), you acknowledge and agree that such CNS Equipment is at all times owned by CNS and that nothing in this Agreement grants you any right, title or interest in or to such CNS Equipment except as expressly set out herein. You hereby agree not to sell, transfer, lease, assign any interest in, or encumber all or any part of such CNS Equipment.
Except for equipment that you have fully paid for, all equipment installed or provided by CNS remains our property and your agree that:
* You will take reasonable care with such equipment
* You may not sell, lease, mortgage, transfer, assign, loan or encumber such equipment
* You may not relocate such equipment without our written knowledge and permission and
* You will return such equipment to us at your own expense upon termination of the service to which the equipment was related.
If such equipment is lost, stolen, damaged, sold, leased, mortgaged, transferred, assigned, loaned, encumbered or not returned within 30 days of termination of such service, you agree to pay CNS the undisclosed retail value of such equipment, together with any costs incurred by us in seeking possession of such equipment and/or its replacement.
19. Equipment Exclusivity. You agree that all CNS Equipment is exclusively for use in connection with the Service. You agree not to tamper or modify the device in any manner including changing the electronic serial number or other identification code of such CNS Equipment, altering the firmware of such CNS Equipment or performing factory resets. You agree to use all CNS Equipment in the manner and for the purpose for which it was intended and solely as expressly permitted under this Agreement.
20. Access to Equipment. You authorize us or our representatives to enter or have access to your premises as necessary at mutually agreed upon times to install, maintain, inspect, repair or remove the equipment or to maintain, investigate, protect, modify, or improve the operation of our services or our facilities.
21. Returning Equipment. CNS Equipment that has been rented must be returned upon termination, cancellation or deactivation of your Account or Services for any reason.
You must notify us immediately if your equipment is lost, stolen, damaged or destroyed.
22. Equipment Requirements. You agree not to access the Service with any Equipment or device that has been modified, tampered, or altered to (a) change the electronic serial number or identification code, or (b) circumvent any access controls, limitations or security mechanisms in connection with the Service.
Equipment and related software may be required to meet certain minimum requirements and be maintained in a certain way and in certain locations in order to access the services or for the proper operation of the services. Such requirement maybe changed from time to time at our sole discretion. Unless otherwise specified by us, you are solely responsible for updating or maintaining your equipment and software as necessary to meet such requirements and you may not be entitled to customer support from us if you fail to do so.
23. Software Supplied by CNS. You agree that any and all software and documentation that forms part of the Services or that is supplied by CNS, its agents or representatives for use in connection with the Services (the “Software”) is protected by applicable intellectual property laws, remains the sole property of CNS or its suppliers and is supplied subject to the terms of this Agreement, including the Disclaimers and Limitations of Liability herein, and the terms of any applicable software license made available to you by CNS. Unless otherwise expressly authorized by CNS or in the applicable Software license, you agree not to:
a. copy, modify, rent, lease, loan, sell, assign, sublicense, grant a security interest in or otherwise transfer any right or interest in the Software;
b. distribute, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover the source code, of the Software;
c. remove any proprietary notices or labels on or in the Software; or
d. allow any other person or entity to engage in any of the foregoing activities.
24. Acceptable Use and Prohibitions. You agree to fully abide by each of the following terms and conditions regarding the acceptable and prohibited use of the Services:
a. Background. CNS is committed to being the best possible network citizen. To assist us in protecting the usefulness and enjoyment of the Internet and the Services for our members and for other users, we require full compliance with these acceptable use provisions.
b. Lawful Use. The Services may be used only for lawful purposes.
c. Prohibited Conduct. Without limiting the generality of the foregoing, you further agree that you will not:
i. post, upload, reproduce, distribute or otherwise transmit (A) unauthorized or unsolicited commercial e-mail, junk or bulk e-mail, chain letters or other “spam” (whether or not using e-mail services, such as Instant Messaging spam) or any other duplicative or unsolicited messages, surveys, contests or pyramid schemes, (B) any information, material or software that contains a virus, cancelbot, Trojan horse, worm or other harmful, disruptive or surreptitious component, (C) inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information, (D) information or materials where such activity gives rise to civil liability, or otherwise violates the rights or assists others to violate the rights of CNS or any third party; such violations include engaging in copyright infringement, invasion of privacy, trademark infringement and defamation, or (E) information or materials where such activity constitutes a criminal offence, or otherwise engage in or assist others to engage in any criminal offence; such offences include communicating hatred, pyramid selling, unauthorized use of a computer, mischief in relation to data, fraud, obscenity and child pornography;
ii. engage in threats, harassment, intimidation, stalking or abuse or any conduct that violates the legal rights of others, including the rights of minors and rights relating to privacy and publicity;
iii. scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer or network trespass;
iv. forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any data transmitted using the Services;
v. impersonate or falsely represent your association with any person, including a Canadian Network Systems representative;
vi. export equipment (including the CNS Equipment, any Service Access Device and related components), software or data outside of Canada or the United States in contravention of applicable export control legislation;
vii. violate established or accepted network etiquette, applicable charters, FAQs, policies, rules or guidelines of CNS or other parties;
viii. disrupt or threaten the integrity, operation or security of any Service, any computer or any Internet system;
ix. engage in conduct that elicits or is likely to elicit complaints from other Internet users, restricts or inhibits any other person from enjoying the Service or the Internet, or, in the sole judgment of CNS, is otherwise objectionable;
x. violate this Agreement as it may be updated from time to time;
xi. use or register CNS Communication trade-marks, trade names or logos, including any such trade-marks, logos or service marks displayed on any web site(s) operated by CNS, without CNS’s express prior written permission;
xii. share, resell, reproduce, copy, distribute, redistribute, or exploit for any commercial purposes, any portion of, use of or access to, any Service, except where expressly authorized by CNS;
xiii. extract, gather, collect, or store personal information about others without their express consent; or
xiv. allow any other person or entity to engage in any of the foregoing activities while using your Account.
xv. you may not share or transfer your service without our express consent
From time to time we may establish policies, rules and limits (together, the “Policies”) concerning use of services, equipment and any products, content, applications or services used in conjunction with the services or equipment. Your use of the service is subject to these policies. We reserve the right to restrict, change, suspend or terminate your service by any means if your access, use or connection to the service, equipment or our facilities is impairing or adversely affecting our operation or the use of our services or facilities by others.
a. No Servers. You are not permitted to operate an e-mail, web, news or other similar server for any purpose through any Service, except as may be specified by CNS from time to time in its sole discretion.
b. Notification regarding Prohibited Use. If at any time you become aware of any violation, by any person or entity, of the acceptable use rules set out above, which involves your Account, you agree to immediately notify CNS and provide CNS with assistance, as requested, to stop or remedy such violation.
c. CNS’s Remedies. Without limiting any of CNS’s rights to suspend, restrict or terminate your Services or Account as described elsewhere in this Agreement, CNS may suspend, restrict or terminate your Services or Account without notice if, in CNS’s sole and absolute discretion, CNS determines or believes that you have violated any of the acceptable use rules set out above.
25. Proprietary Rights. You acknowledge and agree that:
a. Third-Party Content – content, including text, software, music, sound, photographs, video, graphics or other material accessed or available through the Services or the Internet may be owned by parties other than you (including CNS and third parties) and may be protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws;
b. CNS Content – except where expressly stated otherwise, all programs, Services, processes, designs, technologies, materials and all other things comprising the Services are owned by CNS, its licensors or its suppliers and are protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws;
c. Your Content – CNS does not claim ownership of information, materials, software or other content (collectively, the “Customer Content”) that you post, upload, input, provide, submit or otherwise transmit to CNS, or any third party using the Services; however, you agree that by posting, uploading, inputting, providing, submitting or otherwise transmitting the Customer Content to CNS or any third party using the Services, you have thereby granted CNS a royalty-free, non-exclusive license to use, copy, distribute, transmit, display, edit, delete, publish and translate such Customer Content to the extent reasonably required by CNS to provide the Services to its customers or to ensure adherence to or enforce the terms of this Agreement;
d. IP Addresses; E-Mail Addresses; Numbers, etc. – except where otherwise specified by CNS, numbers and addresses for other Services (such as both static and dynamic IP addresses and e-mail addresses) assigned to you by CNS during the term of this Agreement remain the property of CNS at all times and CNS reserves the right to change such numbers and addresses assigned to you at any time;
e. Advertising – CNS shall have the right, without notice, to insert advertising data into the Internet browser used by a CNS customer, and transferred to a CNS customer over CNS’s network, so long as this does not involve CNS transmitting any personal information of the customer to whom such data is sent in contravention of the CNS Privacy Commitment;
f. Public Transmission – the technical processing and transmission of the Services, including the Customer Content and other content, materials or other information, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices; and
g. Caching – You further acknowledge that any Customer Content, materials or information that you may access through the Services may be subject to “caching” or other policies and procedures at intermediate locations on the Internet.
26. Compliance Measures and Complaints. You acknowledge and agree that CNS has no obligation to censor or monitor use of the Services by you, any customer or any third party, including any obligation to censor or monitor any Customer Content, material or other information sent, received or accessible by you through the Services or the Internet. However, you agree that CNS has the right to, without notice, monitor use of the Services and monitor, review and retain such Customer Content, material or information if CNS reasonably believes that such activity is reasonably necessary to provide the Services to customers, ensure adherence to or enforce the terms of this Agreement, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect you, itself or others. If CNS receives a complaint relating to use of the Services by you or through your Account, you acknowledge and agree that CNS may, in its sole and absolute discretion and without notice or liability: investigate the complaint; restrict, suspend or terminate any Accounts or Services involved; or remove any Customer Content, information or materials from its servers.
27. Disclaimers and Limits of Liability. Customer acknowledgement-you acknowledge and agree that:
a. all use of the Services is at your own risk;
b. the CNS website(s) which you may visit while using the Services may contain links to other web sites. these links are provided solely as a convenience to you and the inclusion of any such link does not imply endorsement, investigation or verification by CNS of such web sites or the information contained therein; and
c. the services are provided on an “as is” and “as available” basis.
28. Disclaimer of Warranties. Canadian Network Systems makes no conditions, warranties or representations about the suitability, reliability, usability, security, quality, capacity, performance, availability, timeliness or accuracy of the services, any other products or services supplied under this agreement, the networks of third parties or any content sent or received using or through the services. CNS expressly disclaims all conditions, warranties and representations, express, implied or statutory, including implied conditions or warranties of merchantability, fitness for a particular purpose, durability, title and non-infringement, whether arising by usage of trade, course of dealing, course of performance or otherwise.
29. No Liability. Notwithstanding any other provision of this agreement, in no event shall Canadian Network Systems, its parents, subsidiaries, affiliates and their respective officers, directors, agents, employees, suppliers, resellers and distributors (collectively, the “CNS entities“) be liable for any direct, indirect, special, incidental, consequential or punitive damages, or any other damages or losses whatsoever, including damages for loss of profits, goodwill, opportunity, earnings, use or data, arising directly or indirectly from or related to this agreement or the use, non-use, or installation of the Services or any software or service access device or related components, regardless of the cause of action and even if one or more of the CNS entities have been advised of the possibility of such damages or losses, including damages or losses arising from or in any way related to the following:
i. 911 service outage, delays, errors or omissions or your inability to (i) place 911 Calls using your services or (ii) access emergency service personnel;
ii. sending, receiving, not sending, not receiving, loss, deletion or alteration of any transmissions or data, including any 911 calls, e-mail messages or telephone or VoIP transmissions, or for any transactions entered into through or using the Services, including domain name registrations, renewals and transfers;
iii. any suspension, curtailment, restriction, termination or other limitation placed on your services or your account;
iv. any act or omission of you or any third party, including any threatening, defamatory, obscene, offensive or illegal conduct or any infringement of another’s rights, including intellectual property rights;
v. any loss or damage to your equipment, software or data arising directly or indirectly out of use or non-use of the Services or any service access device or related component;
vi. the performance of the Internet or the Services;
vii. the content or accuracy of any material, information or data (including any software) related to this agreement or viewed, downloaded, accessed or transmitted using, over or through the Internet or the Services, including material which infringes the rights of others or otherwise violates laws or regulations;
viii. the viewing, downloading, transmitting, accessing, purchasing or by any other means acquiring any information, material, product or service accessible through the internet or the services;
ix. delays, errors, interruptions, mistakes, omissions, non-delivery, incorrect delivery, viruses, Trojan horses, spyware, spam or defects in the transmission of any information, material or data over or through CNS’s systems or networks or the systems or networks of third parties; and
x. Installation or maintenance of the Services, whether by you, CNS or third parties, including if an installation appointment for the Services is missed, either by CNS or by any third party installer.
30. Limitation of Liability. Without restricting the foregoing, circumstances may arise in which you or another party is entitled to recover damages from one or more of the CNS entities. In such instance, the aggregate liability of the CNS entities for damages is limited to $100.00.
31. Applicability. Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in this agreement, such exclusions and limitations will not apply to you strictly to the extent necessary to make this agreement consistent with such prohibitions.
32. Service Level. Canadian Network Systems does not guarantee or warrant the performance, availability, coverage, uninterrupted use, security, pricing, or operation of the services, the equipment or any of the products, content, applications, services, facilities, connections or networks used or provided by us or third parties (collectively, the “offering”) .
33. Use. You bear the risk as to the use, availability, reliability, timeliness, quality, security and performance of the offering connection and or network.
34. Limitation of Liability. CNS’s liability, if any arising out of or in any way related to the performance of its services shall be limited to general monetary damages prorated to the length of time which it takes CNS to remedy the failure, after CNS receives notice of the failure, and in any event not to exceed the total amount paid by the customer for CNS’s services in the month immediately preceding the occurrence of the event giving rise to such liability. CNS shall not be liable under any circumstances for damages in respect of any direct, indirect, special, exemplary, punitive or consequential damages, including, without being limited to the following, property damages, lost profits, loss of business opportunities, that result in any way from the use of CNS Services, or any part thereof, by the installation of its Services and/or equipment by CNS, its agents and/or suppliers, by the customer or any other person through their account, or any claim or demand against CNS by any other party. Although changes in phone numbers and service arrangements are not anticipated, CNS cannot warrant against them.
35. Indemnity. You agree to indemnify and hold harmless each of the CNS entities from all demands, claims, awards, actions, proceedings, damages, losses, costs, charges and expenses, including legal fees, incurred by or made against any of the CNS entities, which result from or relate to:
a. any failure or outage of the Service, including those related to 911 calls;
b. access to or use, by you or any third party, of the Services, any service access device or related components, or your account; or
c. any of your acts or omissions, including breach or non-performance of this agreement and any violation of third party rights.
36. Indemnification. Indemnification and hold harmless Canadian Network Systems and its affiliated companies from and against any claims, losses, damages, costs and expenses (including, without limitation, reasonable legal fees and other litigation expenses) incurred by CNS relating to your violation, alleged violation or misappropriation of any intellectual property, industrial contractual, privacy or other rights of a third party or any alleged libel or slander by a third party against you.
37. Termination. Termination by You. You may stop using the Services at any time, but CNS will continue to bill you until you terminate your Account or the Services in accordance with this provision. You may cancel your Account or any Services by cancelling direct with a CNS customer service agent by telephone and specifying the following:
i. your request for Account or Service termination;
ii. your name and contact telephone number;
iii. your Username and password;
iv. if automatic payment plan is used for your Account, the last 4 digits and expiry date of your credit card or the last 4 digits of your financial institution Account number and the name of the financial institution used for billing; and
v. your reason for terminating your Account.
Please be advised that only the Account holder may terminate the account. Terminations shall not be honored by electronic mail, fax or postal mail. Activation fees, installation fees, or any other one-time fees are non-refundable. Refund cheques will be issued within 60 days.
38. Termination by CNS. CNS may, in its sole discretion, suspend, restrict or terminate your Services or your Account, effective at any time, without notice to you, for any reason, because:
a. The operation or efficiency of the Services or CNS’s or any third party’s equipment or network is impaired by the use of the Services from your Account;
b. any amount is past due from you to CNS;
c. CNS has received a third party complaint which relates to the use or misuse of the Services from your Account;
d. you have been or are in breach of any term or condition of this Agreement; or
e. the Account contains invalid contact information.
39. Effect of Termination. Termination of your Account by you or CNS automatically terminates this Agreement, but shall not relieve you from any amounts owing or other liability accruing under this Agreement prior to the time that such termination becomes effective. If your Account or any Service is suspended, restricted or terminated, CNS shall have no obligation to forward any unread or unsent messages to you or any third party or to maintain any messages, information or other Customer Content related to your Account and you acknowledge that all such messages, information and Customer Content may be immediately deleted. Without limiting the generality of the foregoing, you acknowledge that upon suspension, restriction or termination of your Account, all e-mail addresses related to your Account may be immediately deleted or reassigned to other customers.
40. No Notice of Termination. CNS shall have no responsibility to notify any third party, including any third party providers of services, merchandise or information, of any suspension, restriction or termination of your Account or any of your Services.
41. General. Interpretation. In this Agreement, any word is deemed to include the masculine, feminine, neuter, singular or plural form thereof as the context so required. The captions and headings used in this Agreement are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the Customer Contents of this Agreement. The word “including“, the word “includes” and the phrase “such as“, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting the general statement or term to any specific item or matter set forth or to similar items or matters, but rather as permitting the general statement or term to refer also to all other items or matters that could reasonably fall within its broadest possible scope, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected.
42. Waiver of Rights. The failure of CNS to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between you and CNS nor trade practice shall act to modify any provision of this Agreement.
43. Severability. If any of the provisions of this Agreement or any part thereof shall be or held to be invalid or unenforceable, such invalidity or unenforceability shall not invalidate or render unenforceable the entire Agreement but rather the entire Agreement shall be construed as if not containing the particular invalid or unenforceable provisions or parts thereof, and the rights and obligations of the parties shall be construed and enforced accordingly, with the invalid or unenforceable provisions or parts modified so as to be limited and enforced to the fullest extent possible.
44. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada. You hereby irrevocably consent to the exclusive jurisdiction of the courts of the Province of Ontario and the federal courts of Canada in connection with any matter arising under this Agreement.
45. Limitation Period. Any cause of action you may have with respect to this Agreement or the Services must be commenced within one year after the claim or cause of action arose, or it shall be barred.
46. Internet References. All references to CNS Website addresses in this Agreement shall also include any successor or replacement websites containing substantially similar information as the referenced web site(s).
47. Assignability. CNS may at any time assign its rights and obligations under this Agreement, in whole or in part, without notice to you. You may not assign this Agreement.
48. Inurement. This Agreement will inure to the benefit of and bind you and CNS and our respective personal and legal representatives, successors and permitted assigns.
49. Currency. All monetary amounts expressed in this Agreement are in Canadian dollars, unless otherwise expressly stated.
50. Remedies. The rights, powers and remedies of CNS in this Agreement, including without limitation the right to suspend, restrict or terminate any Service or Account, are cumulative and in addition to and not in substitution for any right, power or remedy that may be available to CNS at law or in equity.
51. Survival. All provisions shall survive termination of this Agreement.
52. Relationship. You agree that no joint venture, partnership, employment or agency relationship exists between CNS and you as a result of this Agreement or use of your Account or any Services.
53. Force Majeure. Neither party shall be responsible for a failure to fulfil its obligations under this Agreement or for delay in doing so if such failure or delay is due to circumstances beyond its reasonable control, such as acts of God, acts of government, war, riots, strikes and accidents in transportation (collectively, “Force Majeure”).
54. Entire Agreement. This Agreement, as amended from time to time, including any and all documents, web sites, rules, terms and policies referenced herein, constitutes the entire agreement between CNS and you with respect to the matters referred to in this Agreement and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between CNS and you with respect to such matters.
55. English Language. The parties have requested and agree that this Agreement and all documents relating thereto be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.
56. Contact Us. How to contact us. Canadian Network Systems can be reached at 1-888-629-1610 or online www.cnsystems.ca.
Write to:
Canadian Network Systems
125 Don Hillock Drive, Unit 14,
Aurora, ON L4G 0H8