1. Overview.
The following agreement (“Agreement”) is entered into between you (“Customer” or “you”) and IFlex Technologies Inc., Inc. (“IFlex Technologies Inc.”), a Canadian corporation having a business at 1055 Canadian Place, Mississauga, Ontario, L4W 0C2 and is made effective on the date of electronic acceptance. This agreement sets forth the terms and conditions that govern your use of this website and the products and services (collectively, the “Services”) found at this site, and is in addition to and not in lieu of any specific terms and conditions that apply to your purchase of a particular Service. In the event that you provide a purchase order or other ordering document to facilitate your purchase, the document is incorporated by reference only to the extent that it identifies the Services to be purchased, and all other terms and conditions included in such document are hereby rejected by IFlex Technologies Inc.
Your electronic acceptance and/or use of the Services signifies that you have read, understood and agreed to be bound by the terms and conditions of this Agreement as well as any policies posted on this website and that by such acceptance and/or use of the Services you agree that any previous agreements between you and IFlex Technologies Inc. will be terminated and superseded by this Agreement. You acknowledge and agree that IFlex Technologies Inc.’s acceptance of this Agreement and the provision of Services are performed at IFlex Technologies Inc.’s offices in Mississauga, Ontario, Canada. IFlex Technologies Inc., in its sole discretion, may refuse to provide the Services to any one at any time and for any reason. If IFlex Technologies Inc. exercises this right, IFlex Technologies Inc. will not charge you for the Services and/or refund you for the amounts paid for the Services during the month that IFlex Technologies Inc. invokes its right to deny Service.
IFlex Technologies Inc., in its sole and absolute discretion, may change or modify this Agreement, and the corporate policies and/or Service Specific Terms which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon the earlier of
(i)
Our email notification to you advising you of such changes or modifications
(ii)
Your electronic acceptance of this Agreement after such changes or modifications have been made to this Agreement as indicated by the “Last Revised” date at the top of this page or
(iii)
Your continued use of the Services after IFlex Technologies Inc. posts the amended Agreement to IFlex Technologies Inc.Com.
2. Eligibility, Point of Contact, Account Ownership
The Services found at this Site are available only to Customers who can form legally binding contracts under applicable law. By using the Services found at this Site, you represent and warrant that you are
(i) At least eighteen (18) years of age and/or
(ii) Otherwise recognized as being able to form legally binding contracts under applicable law.
Customer shall designate a single “Point of Contact” in the accompanying Order Form. Customer’s Point of Contact shall have full authority to enter into agreements and make binding decisions on behalf of Customer. Customer agrees that IFlex Technologies Inc. may rely on representations made by Customer’s Point of Contact. Customer may change its Point of Contact at any time by giving written notice to IFlex Technologies Inc. in accordance with the notice provisions of this Agreement. IFlex Technologies Inc. is under no obligation to accept instructions from anyone other than the Point of Contact. Notwithstanding the foregoing, IFlex Technologies Inc. shall not be liable for any loss or damage resulting from IFlex Technologies Inc.’s reliance on any instruction, notice, document or communication reasonably believed by IFlex Technologies Inc. to be genuine and originating from an authorized representative of Customer’s corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, IFlex Technologies Inc. reserves the right (but not the obligation) to require additional authentication from Customer. In order to permit IFlex Technologies Inc. to protect the quality of its products and services, you hereby consent to IFlex Technologies Inc. staff being able to access your account and records on a case by case basis to investigate complaints or other allegations or abuse.
3. Dispute of Site or Account Ownership
The entity or person creating the account and designated as the owner shall be deemed the account owner. For security reasons, only the account owner or Point of Contact designated by the account owner shall be allowed to make changes, cancellations, or designate a new Point of Contact. Disputes sometimes arise between or among multiple persons claiming ownership of or rights in a site, store or account. IFlex Technologies Inc. is not obligated to and will not resolve any such disputes. If multiple persons are claiming ownership of or rights in a site, store or account, and, in IFlex Technologies Inc.’s sole judgment, there is no certainty as to the ownership of or rights in said site or account, then IFlex Technologies Inc. will, to the extent of its knowledge and ability, notify said persons of the dispute and demand that said persons promptly, conclusively, and finally resolve the dispute in a manner which makes clear who the owner(s) and/or interest holder(s) is/are and in a manner which relieves IFlex Technologies Inc. of all liability or obligations concerning the dispute. If the disputing persons fail so to resolve the dispute within what IFlex Technologies Inc., in its sole judgment, deems to be a reasonable time, then IFlex Technologies Inc., at its sole option and without any obligation to do so, may suspend or terminate the account until such persons resolve said dispute and reach certainty regarding ownership of or rights in said site, store and/or account. The person or persons conclusively and finally determined by court order or settlement agreement to be the rightful owner(s) or interest holder(s) of said site, store and/or account shall be obligated to pay all amounts due and comply with the Transfer Policy, if required, to transfer ownership of the site, store and/or account to the rightful owner. Failure of the rightful owner of said site, store and/or account timely pay in full all of said amounts shall be deemed a breach of these Terms and shall subject the account to immediate termination.
To transfer ownership of an account, Customer must contact IFlex Technologies Inc. and comply with the Transfer Policy.
4. Recommendations
IFlex Technologies Inc. personnel may from time to time recommend third party software or other products and services for your consideration. IFLEX TECHNOLOGIES INC. MAKES NO REPRESENTATION OR WARRANTY WHATSOEVER REGARDING PRODUCTS AND SERVICES THAT ARE NOT PURCHASED FROM IFLEX TECHNOLOGIES INC., INCLUDING THE COMPATIBILITY OF SUCH PRODCUTS AND SERVICES WITH IFLEX TECHNOLOGIES INC. SOFTWARE. Your use of any such products and services is governed by the terms of your agreement with the provider of those products and services.
5. Software Updates
From time to time, IFlex Technologies Inc. may update the software associated with a Service for many reasons, including but not limited to,
(a)
To maintain PCI compliance;
(b)
To fix bugs or problems in previous versions; and/or
(c)
To enhance functionality or features. IFlex Technologies Inc. makes no warranty that such updates will not affect your use of the Services or introduce new but unknown bugs into the software. Further, IFlex Technologies Inc. shall not be responsible for the effect an update has on any code not provided by IFlex Technologies Inc. and any modifications to such code to restore functionality shall be Customer’s sole responsibility and cost.
Where support is provided by IFlex Technologies Inc., IFlex Technologies Inc. will provide technical support for the most recent update or version of the Software associated with a Service. From time to time, IFlex Technologies Inc. may provide support for an older version(s), however IFlex Technologies Inc. reserves the right to suspend or terminate such support at anytime, with or without notice.
6. Use of Customer’s Name and Trademarks
Customer hereby grants IFlex Technologies Inc. a non-exclusive right and license to use Customer’s name and such of Customer’s trade names, trademarks, and service marks (collectively, “Customer’s Marks”) as are listed on Customer’s Content or otherwise provided to IFlex Technologies Inc. in connection with this Agreement
(a)
On IFlex Technologies Inc.’s own Web Sites,
(b)
In printed and online advertising, publicity, directories, newsletters, and updates describing IFlex Technologies Inc.’s Services, and,
(c)
In applications reasonably necessary and ancillary to the foregoing. Customer may use IFlex Technologies Inc.’s trade name, trademarks, and service marks (collectively, “IFlex Technologies Inc.’s Marks”) in advertising and publicity in conjunction with the offering of Customer’s Content via IFlex Technologies Inc., provided that Customer shall submit copy to IFlex Technologies Inc. for its prior written approval, and provided further that under no circumstances shall such use imply that IFlex Technologies Inc. endorses, sponsors, certifies, approves or is responsible for Customer’s Content. Notwithstanding the foregoing, Customer need not obtain IFlex Technologies Inc.’s prior written approval where use of IFlex Technologies Inc.’s Marks is limited to inclusion in a list of systems via which Customer’s Content is available.
7. Use of Customer’s User Content
Some of the features of this website or the Services found at this website may allow Customer to view, post, publish, share, store, or manage
(a)
ideas, opinions, recommendations, or advice (“User Submissions”), or
(b)
literary, artistic, musical, or other content, including but not limited to photos and videos (together with User Submissions, “User Content”). By providing User Content to IFlex Technologies Inc. via any method (e.g. site submission, email, survey responses, etc.), you represent and warrant to IFlex Technologies Inc. that
(i)
you have all necessary rights to distribute User Content via this website or via the Services found at this website, either because you are the author of the User Content and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, and
(ii)
you do not violate the rights of any third party.
The provisions in this Section apply specifically to IFlex Technologies Inc.’s use of User Content posted to IFlex Technologies Inc.’s corporate websites or submitted directly to IFlex Technologies Inc. The applicable provisions are not intended to and do not have the effect of transferring any ownership or licensed rights (including intellectual property rights) you may have in content posted to your hosted websites.
You shall be solely responsible for any and all of your User Content or User Content that is submitted through your Account, and the consequences of, and requirements for, distributing it.
You acknowledge and agree that:
1. Your User Submissions are entirely voluntary.
2. Your User Submissions do not establish a confidential relationship or obligate IFlex Technologies Inc. to treat your User Submissions as confidential or secret.
3. IFlex Technologies Inc. has no obligation, either express or implied, to develop or use your User Submissions, and no compensation is due to you or to anyone else for any intentional or unintentional use of your User Submissions.
4. IFlex Technologies Inc. may be working on the same or similar content, it may already know of such content from other sources, it may simply wish to develop this (or similar) content on its own, or it may have taken / will take some other action.
IFlex Technologies Inc. shall own exclusive rights (including all intellectual property and other proprietary rights) to any User Submissions provided to IFlex Technologies Inc. by any method, and shall be entitled to the unrestricted use and dissemination of any User Submissions provided for any purpose, commercial or otherwise, without acknowledgment or compensation to you or to anyone else.
8. Sublicense
Customer may not sublicense or resell any of IFlex Technologies Inc.’s Services to any third parties without the prior written permission of IFlex Technologies Inc. By way of example and not limitation, Customer may not provide Web Hosting services through its IFlex Technologies Inc. Services to any third party without IFlex Technologies Inc.’s prior written permission. Any attempts to do so would be considered a material breach and grounds for termination of this Agreement.
9. Fees and Payment
A. Fees. In consideration of the Services, Customer will pay to IFlex Technologies Inc. all fees due according to the prices and terms listed on the website. All sales are final and IFlex Technologies Inc. offers no partial or full refunds of any kind on any purchase unless otherwise expressly noted, even if your Services are suspended, terminated or transferred before the end of the Services. IFlex Technologies Inc. expressly reserves the right to change or modify its prices and fees at any time, and such changes or modifications shall be posted online at this Site and effective immediately without need for further notice to you. If you have purchased Services for a period of months or years, changes or modifications in prices and fees shall be effective when the Services in question come up for renewal.
B. Payment. All payments are due upon sign up, the Services will not begin until payment is received. All recurring charges will be due on the monthly anniversary date of your initial signup. If a payment is returned or rejected by IFlex Technologies Inc.’s bank, or incurs additional costs for IFlex Technologies Inc. (e.g., bank fees) for any reason, then Customer may be charged a service fee of $40 and be required reimburse all such fees and costs incurred by IFlex Technologies Inc., and Customer shall be immediately deemed to be in default of this Agreement. Accounts and all amounts in default are subject to a late payment charge of 1.5% per month, or the maximum amount permitted by law, whichever is greater, until fully paid. If Customer defaults, Customer agrees to pay IFlex Technologies Inc. its reasonable expenses, including attorney, in house legal expenses and collection agency fees, incurred in enforcing its rights.
C. Billing Policies and Cycles. We offer billing via; company cheque, credit card charge only. All initial fees must be paid prior to service setup. These fees may include service setup fees and first month service charge. Our billing cycle begins on the day we setup your account, and is due on that day each month thereafter. IFlex Technologies Inc. attempts to automatically charge the credit card on file for any past due invoice for current, suspended and cancelled accounts. Accounts suspended and reactivated must pay all past due and current amounts. Accounts past due over 30 days cannot be reactivated. You must sign up for new service and pay the full setup fees associated with the plan you choose. To cancel your account, you must follow the procedure in Section 18. To ensure that you are not billed for another month of service, you must cancel your account before your billing cycle due date. All accounts requesting cancellation are terminated on the last day of your billing cycle.
Note: All billing correspondence (invoices, notifications, etc.) is done via email. It is crucial that you maintain a current email address with us.
D. Taxes. All fees charged by IFlex Technologies Inc. for the Services are exclusive of all taxes, VAT and similar fees now in force or enacted in the future imposed on the transaction and/or the delivery of Services, all of which Customer will be responsible for and will pay in full, except for taxes based on IFlex Technologies Inc.’s net income. If IFlex Technologies Inc. is required to pay directly any such taxes, Customer will, upon receipt of IFlex Technologies Inc.’s invoice, promptly reimburse IFlex Technologies Inc. for any such taxes paid by IFlex Technologies Inc.
10. Acceptable Use Policy
A. Acceptable Use Policy. IFlex Technologies Inc. maintains on its Web site IFlex Technologies Inc.’s then-current Acceptable Use Policy (“AUP”). Customer agrees to abide by the AUP. IFlex Technologies Inc. may modify its AUP at any time, and shall post the then-current AUP on IFlex Technologies Inc.’s Web site, which will be effective upon posting.
B. End Users to Comply with AUP. Customer acknowledges that IFlex Technologies Inc. may terminate an end user’s access to Customer’s Web Site for noncompliance with IFlex Technologies Inc.’s AUP. IFlex Technologies Inc. may thus terminate such end user’s access to Customer’s Content even if the end user has not violated Customer’s own terms and conditions of use of its Web Site. IFlex Technologies Inc. acknowledges that Customer may terminate a User’s access to Customer’s Content for noncompliance with Customer’s terms and conditions.
11. Security
Customer acknowledges that the Internet is not a secure or completely reliable system, and that the purpose of the Services is to allow end users easy access to Customer’s Content. IFlex Technologies Inc. will take those precautions IFlex Technologies Inc. deems reasonable in its sole discretion to secure Customer’s Web Site from attack, but IFlex Technologies Inc. makes no warranty that there will be no outages or interruptions of service, or that Customer’s Content will be secure against attack of any form by end users or other third parties.
12. PCI Guidelines
IFlex Technologies Inc. provides a framework to its customers which is CISP certified under optimal security settings. However, if a IFlex Technologies Inc. customer chooses to view credit card information, that customer is choosing an inherently less secure set of security settings as well as assuming higher risk that IFlex Technologies Inc. does not endorse or recommend.
Therefore, if an IFlex Technologies Inc. customer chooses to view credit card information that customer assumes all liability for their actions and the inherent risk associated with viewing credit card information. IFlex Technologies Inc. will not be responsible for any such risk or liability regardless of the security settings.
Further, if a merchant chooses to view credit card information, they are certifying that they understand and are following all PCI guidelines for viewing credit card information. These guidelines can be found at Visa’s website: PCI Overview
If a merchant does not follow all of the PCI guidelines when viewing credit card information, that merchant is in breach of its contract with IFlex Technologies Inc. and possibly Visa/MasterCard/Discover/American Express.
Regardless of viewing credit card information merchants must comply with the PCI DSS and assume liability applicable to PCI DSS. In addition per guidelines stores must use a strong security protocol such as SSL to safeguard sensitive cardholder data over networks.
At its discretion, IFlex Technologies Inc. reserves the right to change the security settings of any merchant at any time with or without warning.
13. Prohibited Practices
IFlex Technologies Inc. shall have no duty or obligation to monitor Customer’s Content or any other Content provided or distributed by others, and IFlex Technologies Inc. shall not edit or otherwise exercise any control over Customer’s Content. Nevertheless, IFlex Technologies Inc. may, in its sole discretion at any time, without notice to Customer, and without liability to Customer, remove from public view, disconnect, or terminate the hosting of any of Customer’s Content or other Content that IFlex Technologies Inc. deems in its sole discretion to be offensive or illegal, for any one or more of the following reasons:
(i) The content is adjudicated to be in violation of the laws of the province where the server resides; illegal or sexually explicit Content or activities, or any Content that allegedly violates the law, rules or regulations of any country or subdivision thereof;
(ii) The content constitutes harassment of Users, including, but not limited to, by means of Customer’s billing practices; or
(iii) Customer’s noncompliance with or material breach of any of the terms and conditions of the AUP or this Agreement; or
(iv) Claims made by third parties against IFlex Technologies Inc. that Customer or any of its end users has engaged in one or more of the above practices.
14. No Solicitation
Customer agrees Customer will NOT approach any employees of IFlex Technologies Inc. and its affiliates with proposals to hire them as its own employees or contractors. If you were to hire any of IFlex Technologies Inc.’s employees, you agree to pay IFlex Technologies Inc. for each employee hired the greater amount of three (3) years’ salary for that employee as you are to pay such employee, or $200,000.
15. Customer’s Indemnification
Customer shall indemnify and hold harmless IFlex Technologies Inc. from and against any and all claims, demands, actions, causes of action, suits, proceedings, losses, damages, costs, and expenses, including reasonable attorneys fees and fees attributable to in house legal personnel, arising from or relating to Customer’s provision, or an end user’s use, of Customer’s Content, or any act, error, or omission of Customer in connection therewith, including but not limited to matters relating to incorrect, incomplete, or misleading information; libel; invasion of privacy; infringement of a copyright, trade name, trademark, service mark, or other intellectual property or other right; or violation of any applicable law. This indemnification is in addition to any indemnification required under the UDRP or any similar policy.
16. DISCLAIMER OF WARRANTIES
CUSTOMER SPECIFICALLY ACKNOWLEDGES AND AGREES THAT YOUR USE OF THIS SITE AND THE SERVICES FOUND AT THIS SITE SHALL BE AT YOUR OWN RISK AND THAT THIS SITE AND THE SERVICES FOUND AT THIS SITE ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”. IFLEX TECHNOLOGIES INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IFLEX TECHNOLOGIES INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT
(I) THE ABILITY OF THE SOFTWARE TO PERFORM WITHOUT LIMITATION OR RESTRICTION IN ANY GIVEN ENVIRONMENT
(II) THE ACCURACY, COMPLETENESS, OR CONTENT OF THIS SITE,
(III) THE ACCURACY, COMPLETENESS, OR CONTENT OF ANY SITES LINKED (THROUGH
HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND/OR
(IV) THE SERVICES FOUND AT THIS SITE OR ANY SITES LINKED (THROUGH HYPERLINKS, BANNER ADVERTISING OR OTHERWISE) TO THIS SITE, AND IFLEX TECHNOLOGIES INC. ASSUMES NO LIABILITY OR RESPONSIBILITY FOR THE SAME.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY IFLEX TECHNOLOGIES INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS (INCLUDING WITHOUT LIMITATION ITS CALL CENTER OR CUSTOMER SERVICE REPRESENTATIVES) WILL
(I) CONSTITUTE LEGAL OR FINANCIAL ADVICE OR
(II) CREATE A WARRANTY OF ANY KIND WITH RESPECT TO THIS SITE OR THE SERVICES
FOUND AT THIS SITE, AND USERS SHOULD NOT RELY ON ANY SUCH INFORMATION OR ADVICE.
THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
17. LIMITATION OF LIABILITY
IFLEX TECHNOLOGIES INC. ASSUMES NO RESPONSIBILITY WITH RESPECT TO CUSTOMER’S OR END USER’S USE OF THE SERVICES AND SHALL NOT BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, BUSINESS INTERRUPTIONS, AND LOSS OF PROFITS, LOST REVENUE OR PUNITIVE OR EXEMPLARY DAMAGES, EVEN IF IFLEX TECHNOLOGIES INC. IS AWARE OF THE POSSIBILITY THEREOF. IFLEX TECHNOLOGIES INC. SHALL IN NO EVENT BE LIABLE IN AGGREGATE FOR MORE THAN THE TOTAL FEES ACTUALLY RECEIVED BY IT FROM CUSTOMER FOR THE SERVICES DURING ANY 12-MONTH PERIOD.
IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS SITE OR THE SERVICES FOUND AT THIS SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR YOUR USE OF THIS SITE OR THE SERVICES FOUND AT THIS SITE.
18. Term and Termination.
You may terminate your right to access and use the Service only by logging in to the customer portal at www.iflexweb.ca and following the instructions available. For security reasons, IFlex Technologies Inc. requires that you authenticate any cancellation, including paying the stated termination fee where applicable (i.e. Merchant Services, etc.). Failure to do so will result in the cancellation request not being processed and you will be liable for all recurring fees until such authentication is complete.
PLEASE NOTE that a cancellation of a particular Service may not cancel all Services associated with your account.
IFlex Technologies Inc. may terminate this Agreement and/or your right to access and use the Service, in whole or in part, at any time and for any reason. IFlex Technologies Inc. reserves the right, but not the obligation, to cancel or suspend your Service if your site(s) causes a sudden significant increased draw on system resources (i.e. a DDOS attack) that in IFlex Technologies Inc.’s sole opinion impairs its ability to provide Services to other customers. IFlex Technologies Inc. also reserves the right to immediately terminate this Agreement and/or your right to access and use the Service, in whole or in part, if IFlex Technologies Inc. finds that you have been abusive to IFlex Technologies Inc. employees.
Upon expiration or effective termination of the Service by either party for any reason,
(a) IFlex Technologies Inc. will cease providing the Service,
(b) you will not be entitled to any refunds of any usage fees or any other fees, pro rata or otherwise, unless IFlex Technologies Inc. terminates such Service without cause, and
(c) any outstanding balance for your usage of the Service through the effective date of such termination or expiration will be immediately due and payable in full.
19. No Assignment by Customer
Customer may not assign this Agreement without the prior written consent of IFlex Technologies Inc., which IFlex Technologies Inc. may refuse in its sole discretion. Any attempt by Customer to assign this Agreement without prior written permission shall be deemed null and void. IFlex Technologies Inc. may assign this Agreement, which shall be effective upon written notice provided to Customer.
20. No Third-Party Beneficiaries
Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
21. Notices of Trademark and Copyright Infringement
IFlex Technologies Inc. supports the protection of intellectual property. If you would like to submit
(i) A trademark claim for violation of a mark on which you hold a valid, registered trademark or service mark, or
(ii) A copyright claim for material on which you hold a bona fide copyright, please refer to IFlex Technologies Inc.’s Trademark and/or Copyright Infringement Policy referenced above and available.
To cover the increasing cost of processing abuse claims, IFlex Technologies Inc. reserves the right to charge Customer a processing fee for each instance of notification received from a legitimate copyright holder. IFlex Technologies Inc. reserves the right to suspend or terminate any Services if, upon notification, Customer fails to comply with a legitimate infringement claim within the specified time.
22. Proprietary Rights Notice
The Service, which includes but is not limited to, all intellectual property rights in the Service are, and shall remain, the property of IFlex Technologies Inc. or its licensor (as applicable). All rights not expressly granted to you in this Agreement are hereby expressly reserved and retained by IFlex Technologies Inc. and its licensors (as applicable). Without limiting the generality of the foregoing, you shall not (and shall not allow any third party to):
(a) use the Service outside of the scope of the limited license herein granted, including but not limited to use for the sole purpose of obtaining a competitive advantage against IFlex Technologies Inc.;
(b) sublicense, distribute, copy, modify, adapt, translate, or prepare derivative works from, to the Service; (c) use the trademarks, trade names, service marks, logos, domain names and other distinctive brand features or any copyright or other proprietary rights associated with the Service for any purpose without the express written consent of IFlex Technologies Inc.;
(d) register, attempt to register, or assist anyone else to register any trademark, trade name, serve marks, logos, domain names and other distinctive brand features, copyright or other proprietary rights associated with IFlex Technologies Inc. (or any of its affiliates or licensors);
(e) reverse engineer, disassemble, or decompile any software or otherwise attempt to discover any source code or trade secrets related to the Service, in any manner, except as permitted by applicable law; or
(f) Remove, obscure, or alter any notice of copyright, trademark, or other proprietary right appearing in or on any item included with the Service.
23. Notices
(i) Any notice or other communication (“Notice”) required or permitted under this Agreement shall be in writing and either delivered personally or sent by facsimile, overnight delivery, express mail, or certified or registered mail, postage prepaid, return receipt requested, to the address listed above in this Agreement, for IFlex Technologies Inc. or the address provided in the application form submitted with the payment for Customer;
(ii) A notice delivered personally shall be deemed given only if acknowledged in writing by the person to whom it is given. A Notice sent by facsimile shall be deemed given when transmitted, provided that confirmation of that transmission was received. A notice sent by overnight delivery or express mail shall be deemed given twenty-four (24) hours after having been sent. A notice that is sent by certified mail or registered mail shall be deemed given forty eight (48) hours after it is mailed. If any time period in this Agreement commences upon the delivery of notice to any one or more parties, the time period shall commence only when all of the required notices have been deemed given;
(iii) either party may designate, by Notice to the other, substitute addresses, addressees or facsimile numbers for Notices, and thereafter, Notices are to be directed to those substitute addresses, addressees or facsimile numbers.
24. Additional Service Specific Terms
In addition to the general Terms of Service above, you also agree to be bound by the additional service specific terms applicable to the Services you purchase and/or use. The following Service Specific Terms and Policies are hereby incorporated by reference and will be binding upon the parties.
