Terms of Service
Supernova Media (the “Company”, “we” or “us”) agrees to provide website design and hosting services to you, subject to the following terms and conditions of service forming the terms of service agreement.
Use of our services constitutes acceptance of and agreement to the terms and conditions herein. You should carefully read the following terms and conditions. Your purchase or use of our (Supernova Media) products implies that you (the “Client”) have read and accepted these terms and conditions. The following terms and conditions are applicable to all web design and related services provided by Supernova Media. Other terms and conditions may apply and will be specified in detail with your design quote.
This Agreement shall be construed in all respects in accordance with the laws of the Province of Nova Scotia, Canada.
Questions: Any questions regarding this agreement should be sent to us prior to signing up for service.
Nature of Service: We will provide website design and/or website hosting services to you.
Service Rates: You acknowledge and agree that we have communicated to you the nature of the service provided, the initial rates and charges. You are aware that we may change the specified rates and charges from time to time. We will provide at least 30 days notice, by e-mail, to you prior to any rate increases. Any such e-mail communication will be deemed to have been received by you on the following business day from the date the e-mail was sent by us to you.
Hosting: Supernova Media packages include web hosting as a service to our clients. You must understand that any web hosting requires a separate contract with the hosting provider. Hosting is provided by a number of high-quality hosting providers including Canadian Web Hosting and Hostgator. Technical support is offered through Supernova Media, assisted by the hosting providers, and every reasonable action will be taken to ensure that the hosting service we offer is working within normal limits. Should your (the client) site be down, it is up to you (the client) to notify Supernova Media either by phone or email so that action may be taken to restore service.
Laws Affecting Electronic Commerce: From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. You agree that you are solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect, and defend us and our subcontractors from any claim, suit, penalty, tax, or tariff arising from the your exercise of Internet electronic commerce.
Authorization: When you engage Supernova Media for the specific purpose of developing and/or improving a website, you authorize us to access your hosting account, and authorize your web hosting service to provide us with “write permission” for the your web pages, cgi-bin directories and any other directories or programs which need to be accessed for this project including mysql databases. You also authorize us to publicize the completed web site to search engines and other web directories and indexes.
Content: You are responsible for writing and providing the content for your web site unless otherwise specified or agreed upon.
Copyrights and Trademarks: You represent to us and unconditionally guarantee that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to us for inclusion in your web pages are owned by you, or that the you have permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend us and our subcontractors from any claim or suit arising from the use of such elements furnished by the you.
Modifications to Your Site: If you make any changes to your website yourself or use a third party to make changes to your website, we will not be responsible for the look or functionality of your site. Corrections to your website after changes have been made by you or a third party will be billed at our normal hourly rate.
Contacting Us: If you have questions regarding updates or changes to your site please contact us via email and we will provide an answer as best possible.
Completion: In the quote provided for your project we provide the estimated time it will take to be completed. This time frame may be longer if you fail to provide content in a timely fashion. Upon completion of the project, the Client will review the final product for approval and submit any changes. After final approval, the remaining fee for services rendered will be due. Upon receipt of the balance due, the product will be uploaded to the Client’s server. This will be considered the official launch date of the site. Receipt of the balance due acknowledges acceptance of the final product. Once the final product is uploaded onto the Client’s server, no refunds will be issued.
Portfolio Link: Supernova Media will place a link from the Client’s site to Supernova Media and list the Client in the Portfolio of Supernova Media. This will benefit the Client as an additional marketing tool by drawing potential customers to the Client’s site.
Initial Payment: An initial deposit (normally 50% of the estimated total cost) is due upon execution of an agreement. Final payment is due on completion or upon such other terms as may be agreed upon.
Payment of Fees: Fees are due and payable as detailed in the project estimate.
Failure to Pay: We may temporarily deny service or terminate and cancel this Agreement upon the failure of you to pay charges when due. Such termination or denial will not relieve you of responsibility for the payment of all accrued charges, plus reasonable interest and any collection fees.
Late Payment Penalties: In order for us to remain in business, payments for services beyond the initial design fees must be made promptly and are due within 10 days of the date of invoice or as otherwise agreed upon or stated above. Delinquent bills will be assessed a $25 charge if payment is not received within 10 days of the invoice date. If an amount remains delinquent 30 days after its due date, an additional 5% penalty will be added for each month of delinquency. We reserve the right to remove web pages from viewing on the Internet until final payment is made. In case collection proves necessary, you agree to pay all fees incurred by that process.
Account Cancellation: Either party can cancel this Agreement for any reason with 30 days written notice.
Your Obligations Upon Cancellation: You agree to pay all outstanding fees, including those accrued during the cancellation notice period. If you have paid in advance for any services, such fees will be refunded for services not utilized to the end of the cancellation notice period.
Our Obligations Upon Cancellation: We will arrange transfer to you of any domain names that may have been registered on your behalf. We will provide you with a digital copy of all databases, software and images that were present under your domain name as of the date of cancellation. We make no representation as to whether such software will operate on any server other than the server upon which it was operating as of the day of cancellation. Further, we shall bear no responsibility for insuring that such software will operate on any other server. We will have no obligation, except at the Company’s sole discretion and at rates agreed upon in advance, to assist you in installing or maintaining the software on any other server after the date of cancellation.
To the extent that such software provided to you includes proprietary software of the Company (including, but not limited to, Registration and Membership System as described in Company’s website, software to create and send interactive forms, image gallery software, and Content Management software), then we will provide you with a non-exclusive, perpetual, unsupported license to use such proprietary software for your own use. Such software cannot be used for any other purpose, sold, copied or distributed in any manner by you without the prior written consent of the Company and you will be liable for damages to us for any such use, sale, copy or distribution without the Company’s consent.
You acknowledge that the service provided is of such a nature that service can be interrupted for many reasons other than the negligence of the Company and that damages resulting from any interruption of service are difficult to ascertain. Therefore, you agree that we shall not be liable for any damages arising from such causes beyond the direct and exclusive control of the Company. You further acknowledge that the Company’s liability for its own negligence may not in any event exceed an amount equivalent to charges payable by you for services during the period damages occurred. In no event shall the Company be liable for any business interruption, special or consequential damages, loss or injury.
WHILE IT IS THE SOLE PURPOSE OF Supernova Media TO PROVIDE A SATISFACTORY, FUNCTIONAL WEBSITE AS REQUESTED BY THE CLIENT, Supernova Media MAKES NO CLAIMS AS TO THE SUCCESS, USABILITY, SEARCH ENGINE RANKINGS, USE OR INTERPRETATION OF INFORMATION, SUITABILITY, RELIABILITY, TIMELINESS, ACCURACY OF THE INFORMATION, PRODUCTS, AND SERVICES CONTAINED ON A WEBSITE CREATED OR MAINTAINED BY Supernova Media.
Limitation of Liability: You agree that our entire liability, and your exclusive remedy, with respect to any Service(s) provided under this Agreement and any breach of this Agreement is solely limited to the amount you paid for such Service(s). We and our contractors shall not be liable for any direct, indirect, incidental, special or consequential damages resulting from the use or inability to use any of the Services or for the cost of procurement of substitute services. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, in such jurisdictions, our liability is limited to the extent permitted by law. We disclaim any and all loss or liability resulting from, but not limited to: (1) loss or liability resulting from access delays or access interruptions; (2) loss or liability resulting from data non-delivery or data mis-delivery; (3) loss or liability resulting from acts of God; (4) loss or liability resulting from the unauthorized use or misuse of your account identifier or password; (5) loss or liability resulting from errors, omissions, or misstatements in any and all information or services(s) provided under this Agreement; (6) loss or liability resulting from the interruption of your Service. You agree that we will not be liable for any loss of registration and use of your domain name, or for interruption of business, or any indirect, special, incidental, or consequential damages of any kind (including lost profits) regardless of the form of action whether in contract, tort (including negligence), or otherwise, even if we have been advised of the possibility of such damages.
FURTHER, THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, INTERPRETATION, OMISSION, INACCURACY, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF A WEBSITE CREATED OR MAINTAINED AND/OR BY A SITE LINKED TO OR FROM A SITE CREATED OR MAINTAINED by Supernova Media, WHETHER FOR BREACH OF CONTRACT, TORTUOUS BEHAVIOR (INCLUDING STRICT LIABILITY), NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. Supernova Media IS NOT LIABLE FOR DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES.
Indemnity: You agree to release, indemnify, and hold us, our contractors, agents, employees, officers, directors and affiliates harmless from all liabilities, claims and expenses, including attorney’s fees, from claims by third parties, including but not limited to events relating to or arising under this Agreement, the Services provided hereunder or your use of the Services, including without limitation infringement by you, or someone else using the Service with your computer, of any intellectual property or other proprietary right of any person or entity, or from the violation of any of our operating rules or policy relating to the service(s) provided. When we are threatened with suit by a third party, we may seek written assurances from you concerning your promise to indemnify us; your failure to provide those assurances may be considered by us to be a breach of your Agreement and may result in cancellation of your Service.
Breach: You agree that failure to abide by any provision of this Agreement, may be considered by us to be a material breach and that we may provide a written notice, describing the breach, to you. If within thirty (30) calendar days of the date of such notice, you fail to provide evidence, which is reasonably satisfactory to us, that you have not breached your obligations under the Agreement, then we may cancel Service. Any such breach by you shall not be deemed to be excused simply because we did not act earlier in response to that, or any other, breach by you.
Disclaimer of Warranties: You agree that your use of our Services is solely at your own risk. You agree that such Service(s) is provided on an “as is,” “as available” basis. We expressly disclaim all warranties of any kind, whether expressed or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We make no warranty that the Services will meet your requirements, or that the Service(s) will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the Service(s) or as to the accuracy or reliability of any information obtained through the Service or that defects in the Service will be corrected. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of Service is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data. We make no warranty regarding any goods or services purchased or obtained through the Service or any transactions entered into through the Service. No advice or information, whether oral or written, obtained by you from us or through the Service shall create any warranty not expressly made herein.
Right of Refusal: We, in our sole discretion, reserve the right to refuse Service within thirty (30) calendar days from receipt of your payment for such services. We agree to refund your applicable fee(s). You agree that we shall not be liable to you for loss or damages that may result from our refusal to provide Service. Although Supernova Media respects freedom of speech and expression, Clients requesting Supernova Media to create sites that are pornographic, hateful, racist, lewd, harmful, for the promotion of illegal activities or otherwise offensive will be not be accepted.
Serviceability: You agree that the terms of this Agreement are severable. If any term or provision is declared invalid or unenforceable, that term or provision will be construed consistent with applicable law as nearly as possible to reflect the original intentions of the parties, and the remaining terms and provisions will remain in full force and effect.
Miscellaneous Provisions: You must provide us with, and keep current and complete, contact information including e-mail, postal mail, and telephone contacts.
A waiver by the Company of any breach of any provision of this Agreement by you shall not operate as or be construed as a continuing or subsequent waiver thereof or as a waiver of any breach of any other provision thereof.
You shall not transfer or assign this Agreement without the prior written consent of the Company. We may assign this Agreement at anytime without consent from or notice to you.
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