The monitoring services provided to subscribers may be varied from time to time at the sole discretion of the provider. The protocols employed to monitor site uptime, server uptime, SLA compliance, and server failures may include HTTP, HTTPS, SMTP, IMAP, POP3, DNS, ICMP, and others as required.
ECOMMERCE SERVICES MONITORING
The ecommerce services monitoring capabilities are subject to the continued forbearance of the specific providers. Should the provider block access to their service from the monitoring services, the related monitoring would no longer be available.
SUBSCRIPTIONS AND FEES
Various services are provided on paid balance or monthly subscription basis as selected by the client from time to time. It is agreed that the services are defined as remotely delivered electronic services.
SUITABILITY FOR PURPOSE
It is the sole responsibility of the client to determine the suitability of the services provided prior to any purchase or payment. The client waives all claims to any refund of any payments made for the provision of services. The client further indemnifies the provider for any and all costs associated with any claim made by the client.
The provider reserves the right to discontinue providing the services at any time, or to take the services offline at any time for maintenance, or to proceed with rectification of problems at a schedule determined at the provider's sole discretion.
All program code, software, information and data stored or generated on provider systems or provided to the client from such systems is and remains the property of the provider without regard to subsequent events or actions.
The provider reserves the right to refuse service to any party at its sole discretion for any reason at any time without disclosure of any reason for such refusal.
The client may access provider systems only when and as directed by the provider. All other access is prohibited.
The provider shall not disclose any information that is identifiable as specific to the client excepting that the client is a user of the services, or as required by law.
PROOF OF AUTHORITY
In the event that proof of authority is required, the provider is entitled to rely solely on communications with the registered administrative contact of any domain name associated with the collected data residing on provider systems.
Client and provider may each refer generally to the existence of this Agreement and use the other's name in press releases, on websites and other promotional material, but will not reveal financial arrangements or other proprietary information.
All notices required under this agreement from one party to the other must be in writing, by registered mail, courier, or e-mail and to the address as a party designates in writing. Notice will be deemed given (i) immediately if by e-mail, or (ii) upon verification of receipt if by courier, or registered mail.
This agreement will be construed and enforced in accordance with the laws of Ontario, Canada. Exclusive venue for any dispute under this Agreement will be Toronto, Ontario..
If any term or provision of this agreement is held to be to any extent invalid or otherwise unenforceable by any court of competent jurisdiction, such provision will be construed as if it were written so as to effectuate to the greatest possible extent the parties' expressed intent, and in every case the remainder of these terms and conditions will not be affected thereby and will remain valid and enforceable. Typographical and clerical errors are subject to correction. The failure of either party to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. No joint venture, partnership, employment, or agency relationship exists between client and provider as a result of this agreement or use of the services.
WARRANTIES, DISCLAIMERS AND LIMITATION OF LIABILITY AND DAMAGES
Provider warrants that its services will be provided in a timely and professional manner and will conform to its specifications in all material respects. Client acknowledges that (a) the services cannot be completely accurate at all times and (b) there will be ascertainable differences between the services and website traffic data reported by other services or software programs.
PROVIDER LIABILITY FOR ALL CLAIMS OR INDEMNITIES ARISING OUT OF THESE TERMS & CONDITIONS, WHETHER IN CONTRACT, TORT, WARRANTY OR OTHERWISE, WILL NOT EXCEED THE AMOUNT OF FEES PAID BY CLIENT UNDER THIS AGREEMENT DURING THE THREE MONTHS PRECEDING THE CLAIM. CLIENT USES THE SERVICES AND LICENSED CODE AT ITS OWN RISK. SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
PROVIDER DISCLAIMS ANY IMPLIED WARRANTIES, INCLUDING IMPLIED WARRANTIES (A) OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, (B) THAT THE SERVICES OR THE CLIENTS' STATISTICS WILL BE UNINTERRUPTED OR ERROR FREE, OR (C) RELATING TO COOKIE ACCEPTANCE BY WEBSITE VISITORS. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY LOSS OF DATA, LOSS OF BUSINESS PROFITS, DEPRECIATION OF STOCK PRICE, BUSINESS INTERRUPTION, OR OTHER SPECIAL, PUNITIVE, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES ARISING FROM OR IN RELATION TO THESE TERMS & CONDITIONS OR THE USE, SUSPENSION, INTERRUPTION OR TERMINATION OF THE SERVICES, HOWEVER CAUSED AND REGARDLESS OF THEORY OF LIABILITY. THIS LIMITATION WILL APPLY EVEN IF SUCH PARTY HAS BEEN ADVISED OR IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES. IF PROVIDER HAS AGREED TO ANY CUSTOMIZATION OF THE SERVICES OR TO DEVELOP ANY CLIENT REQUESTED SERVICES BEYOND THE SCOPE OF THE SERVICES AS PUBLICLY AVAILABLE, CLIENT'S SOLE REMEDY FOR FAILURE TO PROVIDE THOSE CUSTOM OR REQUESTED SERVICES WILL BE TERMINATION OF THIS AGREEMENT. ANY SERVICE OBLIGATIONS, WARRANTIES OR SERVICE LEVEL GUARANTIES INCLUDED IN THIS AGREEMENT ARE MADE TO CLIENT ONLY, AND NOT TO ANY CUSTOMER OF CLIENT'S AND ARE CONDITIONED UPON CLIENT'S USE OF THE MOST RECENT CODE AND SERVICES VERSION OFFERED TO THE CLIENT FOR CLIENT'S USE.