"Acceptable Terms of Use
and
Customer Agreement"
| CUSTOMER AGREEMENT This Customer Agreement (hereinafter referred to as the "Agreement") is made, entered into and executed on January 1, 2006 (hereinafter referred to as the "Effective Date") BETWEEN: - YCG Computer Support (hereinafter referred to as YCG) AND you (hereinafter referred to as "Customer"). If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms and conditions, in which case the term "Customer" shall refer to such entity. (YCG and the Customer may be referred to individually as a "Party" and collectively as the "Parties"). WHEREAS the YCG Computer Support provides various Products and Services; AND WHEREAS the Customer wishes to purchase YCG Computer Support's Products and Services NOW, THEREFORE, for and in consideration of the mutual promises, benefits and covenants contained herein and for other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, YCG Computer Support and the Customer, intending to be legally bound, hereby agree as follows: DEFINITIONS (1) "Confidential Information", as used in this Agreement shall mean all data, information and materials including, without limitation, computer software, data, information, databases, protocols, reference implementation, documentation, functional and interface specifications, provided by YCG Computer Support to the Customer under this Agreement, whether written, transmitted, oral, through the YCG Computer Support Website or otherwise, that is marked as Confidential. (2) "Customer Contact Details" refers to the Contact Details of the Customer as listed in the System Database (3) "Customer Control Panel" refers to the set of Web-based interfaces provided by the YCG Computer Support and its Service Providers to the Customer which allows him to Manage Orders and control or access data on the System (4) "System" refers to the set of Servers, Software, Interfaces, YCG Computer Support Products and API that is provided for use directly or indirectly under this Agreement by the YCG Computer Support and/or its Service Providers. (5) "System Database" is the collection of data elements stored on the System Servers. (6) "System Servers" refer to Machines / Servers that YCG Computer Support or its Service Providers maintain to fulfill services and operations of the System (7) "System User" refers to the Customer and any Agent, Employee, Contractee of the Customer or any other Legal Entity, that has been provided access to the "System" by the Customer, directly or indirectly. (8) "YCG Computer Support Products" refer to all Products and Services of YCG Computer Support which it has provided/rendered/sold, or is providing/rendering/selling. (9) "YCG Computer Support Servers" refer to web servers, Mailing List Servers, Database Servers, System Servers and any other Machines / Servers that YCG Computer Support or its Service Providers Operate, for the System, the YCG Computer Support Website, the YCG Computer SupportMailing Lists, YCG Computer Support Products and any other operations required to fulfill services and operations of YCG Computer Support. (10) "YCG Computer Support Website" refers to www.ycgsupport.com (11) "Service Providers" refers individually and collectively to any Artificial Juridical Persons, Company, Concern, Corporation, Enterprise, Firm, Individual, Institute, Institution, Organization, Person, Society, Trust or any other Legal Entity that YCG Computer Support or its Service Providers (recursively) may, directly or indirectly, Engage / Employ / Outsource / Contract for the fulfillment / provision / purchase of YCG Computer Support Products, System, and any other services and operations of YCG Computer Support. TERMS AND CONDITIONS OF YCG Servers and System USAGE This Agreement covers the terms of access to the YCG Servers and System. Any violation of these terms will constitute a breach of agreement, and grounds for immediate termination of this Agreement and discontinuance of service. 1. ACCESS TO YCG Servers and System (1) YCG Computer Support may in its ABSOLUTE and UNFETTERED SOLE DISCRETION, temporarily suspend YCG Servers and System Users' access to the YCG Servers and System in the event of significant degradation of the YCG Servers and System, or at any time YCG Computer Support may deem necessary. (2) YCG Computer Support may in its ABSOLUTE and UNFETTERED SOLE DISCRETION make modifications to the YCG Servers and System from time to time. (3) Access to the YCG Servers and System is controlled by authentication information provided by YCG Computer Support. YCG Computer Support is not responsible for any action in the YCG Servers and System that takes place using this authentication information whether authorized or not. (4) YCG Computer Support is not responsible for any action in the YCG Servers and System by a YCG Servers and System User (5) YCG Servers and System Users will not attempt to hack, crack, gain unauthorized access, misuse or engage in any practice that may hamper operations of the YCG Servers and System including, without Limitation, temporary / permanent slow down of the YCG Servers and System, damage to data, software, operating system, applications, hardware components, network connectivity or any other hardware / software that constitute the YCG Servers and System and architecture needed to continue operation thereof. (6) YCG Servers and System Users will not send or cause the sending of repeated unreasonable network requests to the YCG Servers and System or establish repeated unreasonable connections to the YCG Servers and System. YCG Computer Support will in its ABSOLUTE and UNFETTERED SOLE DISCRETION decide what constitutes as a reasonable number of requests or connections. (7) YCG Servers and System User will take reasonable measures and precautions to ensure secrecy of authentication information. (8) YCG Servers and System User will take reasonable precautions to protect YCG Servers and System Data from misuse, unauthorized access or disclosure, alteration, or destruction. (9) YCG Computer Support shall not be responsible for damage caused due to the compromise of your Authentication information in any manner OR any authorized/unauthorized use of the Authentication Information. (10) YCG Computer Support shall not be liable for any damages due to downtime or interruption of YCG Servers and System for any duration and any cause whatsoever. (11) YCG Computer Support shall have the right to temporarily or permanently suspend access of a YCG Servers and System User to the YCG Servers and System if YCG Computer Support in its ABSOLUTE and UNFETTERED SOLE DISCRETION suspects misuse of the access to the YCG Servers and System, or learns of any possible misuse that has occurred, or will occur with respect to a YCG Servers and System User. (12) YCG Computer Support and Service Providers reserve the right to, in their sole discretion, reject any request, network connection, e-mail, or message, to, or passing through, YCG Servers and System 2. Terms of USAGE OF YCG Servers and System (1) Customer, or its contractors, employees, directors, officers, representatives, agents and affiliates and YCG Servers and System Users, either directly or indirectly, shall not use or permit use of the YCG Servers and System, directly or indirectly, in violation of any federal, state or local rule, regulation or law, or for any unlawful purpose, or related to any unsolicited bulk e-mail directly or indirectly (such as by referencing a YCG Server or System provided service within a spam email or as a reply back address), or related to ANY unsolicited marketing efforts offline or online, directly or indirectly, or in a manner injurious to YCG Computer Support, Service Providers or their Resellers, Customers and YCG Servers and System Users, or their reputation, including but not limited to the following - (A) Usenet spam (off-topic, bulk posting/cross-posting, advertising in non-commercial newsgroups, etc.) (B) Posting a single article or substantially similar articles to an excessive number of newsgroups (i.e., more than 2-3) or posting of articles which are off-topic (i.e., off-topic according to the newsgroup charter or the article provokes complaints from the readers of the newsgroup for being off-topic) (C) Sending unsolicited mass e-mails (i.e., to more than 10 individuals, generally referred to as spamming) which provokes complaints from any of the recipients; or engaging in spamming from any provider (D) Offering for sale or otherwise enabling access to software products that facilitate the sending of unsolicited e-mail or facilitate the assembling of multiple e-mail addresses ("spamware") (E) Advertising, transmitting, linking to, or otherwise making available any software, program, product, or service that is designed to violate these terms, including but not limited to the facilitation of the means to spam, initiation of pinging, flooding, mailbombing, denial of service attacks, and piracy of software (F) Harassment of other individuals utilizing the Internet after being asked to stop by those individuals, a court, a law-enforcement agency and/or YCG Computer Support (G) Impersonating another user or entity or an existing company/user/service or otherwise falsifying one's identity for fraudulent purposes in e-mail, Usenet postings, on IRC, or with any other Internet service, or for the purpose of directing traffic of said user or entity elsewhere (H) Using YCG Servers and System services to point to or otherwise direct traffic to, directly or indirectly, any material that, in the sole opinion of YCG Computer Support, is associated with spamming, bulk e-mail, e-mail harvesting, warez (or links to such material), is in violation of copyright law, or contains material judged, in the sole opinion of YCG Computer Support, to be threatening or obscene or inappropriate (I) Using YCG Servers and System directly or indirectly for any of the below activities activities: 1. Transmitting Unsolicited Commercial e-mail (UCE) 2. Transmitting bulk e-mail 3. Being listed, or, in our sole opinion is about to be listed, in any Spam Blacklist or DNS Blacklist 4. Posting bulk Usenet/newsgroup articles 5. Denial of Service attacks of any kind 6. Excessive use of any web service obtained under this agreement beyond reasonable limits as determined by the YCG Computer Support in its sole discretion 7. Copyright or trademark infringement 8. Unlawful or illegal activities of any kind 9. Promoting net abuse in any manner (providing software, tools or information which enables, facilitates or otherwise supports net abuse) 10. Causing lossage or creating service degradation for other users whether intentional or inadvertent. (2) YCG Computer Support in its sole discretion will determine what constitutes as violation of appropriate usage including but not limited to all of the above. (3) Data in the YCG Servers and System Database cannot be used for any purpose other than those listed below, except if explicit written permission has been obtained from YCG Computer Support: - 1. To perform services contemplated under this agreement; and 2. To communicate with YCG Computer Support on any matter pertaining to YCG Computer Support or its services (4) Data in the YCG Servers and System Database cannot specifically be used for any purpose listed below :- 1. Mass Mailing or SPAM; and 2. Selling the data |