North Tone Systems’ Terms Of Service
North Tone Systems LLC, a Wisconsin corporation (“North Tone Systems”, “we”, “our” and “us”), offers a variety of Internet resources, products and services, which include website design and hosting, web-based email (“Mail Services”), server space leasing and dedicated server hosting (all of which are collectively called our “Services”), to our customers and their subsidiaries, affiliates, employees and parent or legal guardian (“you” or “your”). These terms of service and use (“Terms”), along with North Tone Systems’ Acceptable Use Policy, set forth your obligations, our obligations, and the rules you must follow when using our Services, including access and use of our website found at www.northtone.com (“our website”).
PLEASE READ THESE TERMS CAREFULLY. Your registration, payment for or use of our Services and/or website constitutes your agreement to comply with and be legally bound by the charges, terms and conditions set forth in these Terms, including those incorporated by reference.
1. Changes to the Terms, Services
We may change or modify these Terms from time-to-time without notice other than posting the amended Terms on our website. The amended Terms will be effective automatically when posted on our website. Your continued use of our Services and/or website after any changes in these Terms shall constitute your consent to such changes. We reserve the right to change, modify or discontinue, temporarily or permanently, our Services and/or website (or any portion thereof), including any and all content contained on our website, at any time without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of our Services and/or website (or any portion thereof).
2. Billing, Payment by Credit Card, Payment by Check
You are responsible for any and all fixed and accumulative charges on your account in payment for our Services. We bill on a month-to-month basis, unless otherwise agreed by us in writing. Each month, on the anniversary date of when you first registered for our Services, you will be charged any fees for the month plus any accumulated charges for the past month. You are responsible for all activities and charges under your account, including any charges you did not authorize.
Also, you are responsible for any amounts due for the next month of our Services unless you give us notice, before the fourteenth day preceding the anniversary date of when you first registered for our Services, by (a) logging into your billing account and (b) completing the termination form.
We reserve the right to turn over any non-paying accounts to a collections agency.
If you pay by credit card, you agree to allow us to bill such card on each successive billing date without obtaining the your permission after the initial charge. You shall notify us of any changes in credit card number or expiration date. If your card is not honored for any reason, we will attempt to notify the cardholder by using the telephone information given at sign-up and by email. If we cannot establish alternative billing within five (5) days after your card is not honored, our Services to you will be suspended until we receive payment or terminated without notice, the decision of suspension or termination to be made by us in our sole discretion.
If you pay by check or money order, you agree that you shall pay a collection fee if your check is dishonored, and that your account and our Services to you may be suspended until the account is current. If payment is not received within five (5) days of the due date, our Services to you will be suspended until we receive payment, or terminated without notice, the decision of suspension or termination to be made by us in our sole discretion.
Any account, once suspended because of non-payment, may be subject to a reconnection charge upon reconnection.
We may terminate our Services to you for your failure to pay any amount due to us. Accounts in default are subject to an interest charge of 1.0% per month (12% per annum) on the outstanding balance. Termination of our Services shall not relieve you from the obligation to satisfy outstanding invoices or charges due. In the event we utilize an attorney to collect such sums, you shall be responsible for the payment of all our actual attorneys’ fees and costs incurred in the collection of these sums. We reserve the right to turn over any non-paying accounts to a collections agency.
You agree that we may, without prior notice, immediately terminate, limit your access to or suspend your account and our Services to you, any associated email address(es), access to all or any part of our Services and/or website, or change your password. Cause for such termination, limitation of access, suspension or change shall include, but not be limited to, (a) breaches or violations of these Terms or other incorporated agreements or guidelines, including North Tone Systems’ Acceptable Use Policy, (b) requests by law enforcement or other government agencies, (c) a request by you (a “self-initiated account deletion”), (d) discontinuance or material modification to our Services and/or website (or any part thereof), (e) unexpected technical or security issues or problems, (f) any use of bandwidth or storage space by you that exceeds the amount provided under your Hosting Agreement with us, (g) extended periods of inactivity, (h) engagement by you in fraudulent or illegal activities, and (i) nonpayment of any fees owed by you in connection with our Services or your account. Termination of your account includes (or, if we elect instead to suspend your account, may include any one or more of the following) (a) removal of access to all offerings within our Services and/or website, (b) deletion of your password and all related information, files and other content associated with or inside your account (or any part thereof), (c) deletion of any information related to your use of our Services, including, without limitation, any data, email, databases, and Client Content (defined below in Section 9, entitled “Your Content”) and (d) barring of further use of our Services and/or website. You agree that all terminations and suspensions for cause shall be made in our sole discretion and that we shall not be liable to you or any third party for any termination or suspension of your account, loss of storage, any associated email address, or access to our Services and/or website. Further, we reserve the right to immediately terminate or suspend your account, any associated email address, and access to our Services and/or website at any time for any reason and without notice to you in our sole discretion. If you breach or violate these Terms or other incorporated agreements or guidelines, you shall not be entitled to any refund.
To terminate your domain or account, you must notify us by (a) logging into your billing account and (b) completing the termination form. You acknowledge that if you terminate our Services to you, you will not be entitled to any refund or credit. YOU HEREBY WAIVE ALL RIGHTS TO ANY SUCH REFUND OR CREDIT. Also, you are responsible for any amounts due for the next month of our Services unless you give us notice of termination of your domain or account, before the fourteenth day preceding the anniversary date of when you first registered for our Services, by the method provided in this paragraph.
If we terminate your account without cause, we will give you a full refund of your balance (if any), less any late fees, applicable charges and accrued interest.
5. LIMITATION OF LIABILITY
IN NO EVENT SHALL WE, OUR MEMBERS, MANAGERS, EMPLOYEES, OFFICERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, AND AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE AND STRICT PRODUCT LIABILITY), OR OTHERWISE, AND WHETHER OR NOT WE OR OUR AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (i) THE USE OR INABILITY TO USE OUR SERVICES AND/OR WEBSITE OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION OR TRANSACTIONS PROVIDED ON OR THROUGH OUR SERVICES AND/OR WEBSITE, OR (ii) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN OUR SERVICES AND/OR WEBSITE OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION, PRODUCTS, OR SERVICES ON OR AVAILABLE THROUGH OUR SERVICES AND/OR WEBSITE, (iii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SERVICES AND/OR WEBSITE; (iv) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (v) FAILURE TO INSURE THE COMPATIBILITY OF YOUR SYSTEM (I.E., THE EQUIPMENT, DEVICES, AND SOFTWARE THAT YOU PROVIDE TO RECEIVE THE SERVICE) WITH OUR SERVICES AND/OR WEBSITE; (vi) THE DELAY OR FAILURE IN PERFORMANCE RESULTING FROM AN ACT OF FORCE MAJEURE, INCLUDING WITHOUT LIMITATION, ACTS OF GOD, NATURAL DISASTERS, COMMUNICATIONS FAILURE, GOVERNMENTAL ACTIONS, WARS, STRIKES, LABOR DISPUTES, RIOTS, SHORTAGES OF LABOR OR MATERIALS, VANDALISM, TERRORISM, NON-PERFORMANCE OF THIRD PARTIES OR ANY REASONS BEYOND THEIR REASONABLE CONTROL; (vii) DELETION OR LOSS OF FILES OR EMAIL FOR ANY REASON, INCLUDING FROM VIRUSES; (viii) ANY LOSS OF DATA OR CORRUPTION OF DATA, INCLUDING LOSS OF DATA RESULTING FROM DELAYS, NONDELIVERIES, MISDELIVERIES, SERVICE INTERRUPTIONS, FAILURE OF OUR NETWORK, RECLAIMATION OF SERVERS BY US, FAILURE OF SERVERS, THE RELOADING OF AN OPERATING SYSTEM OR OTHER SOFTWARE ON A SERVER OR THE NEGLIGENCE OF North Tone Systems; and (ix) ANY OTHER MATTER RELATING TO OUR SERVICES AND/OR WEBSITE.
YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR SERVICES AND/OR WEBSITE IS TO STOP USING OUR SERVICES AND/OR WEBSITE.
You are SOLELY RESPONSIBLE FOR SAFEGUARDING, BACKING UP AND ARCHIVING ALL DATA OWNED, CONTROLLED OR TRANSMITTED BY you THAT RESIDES ON our NETWORK OR ANY SERVER OWNED OR OPERATED BY North Tone Systems.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY, IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF NORTH TONE SYSTEMS UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE PARTICULAR SERVICES IN DISPUTE PURCHASED FROM US.
6. Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
A. YOUR USE OF OUR SERVICES AND/OR WEBSITE, AND THE INTERNET IN GENERAL, IS AT YOUR SOLE RISK. OUR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NORTH TONE SYSTEMS, AND OUR SUBSIDIARIES, AFFILIATES, MANAGERS, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
B. NORTH TONE SYSTEMS AND OUR SUBSIDIARIES, AFFILIATES, MANAGERS, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) OUR SERVICES AND/OR WEBSITE WILL MEET YOUR REQUIREMENTS, (ii) OUR SERVICES AND/OR WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE (FOR EXAMPLE BUT WITHOUT LIMITATION, WE DO NOT WARRANT THAT YOU WILL ALWAYS RECEIVE EMAILS ADDRESSED TO YOU), (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SERVICES AND/OR WEBSITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OUR SERVICES AND/OR WEBSITE WILL MEET YOUR EXPECTATION, AND (v) ANY ERRORS IN OUR SERVICES AND/OR WEBSITE WILL BE CORRECTED.
C. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES AND/OR WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
D. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM OUR SERVICES AND/OR WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
7. Account and Password Security
Whenever you provide us information related to your purchase or use of our Services or website, you agree to: (a) provide true, accurate, current and complete information and (b) maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is, or we have reasonable grounds to suspect that the information is, untrue, inaccurate, not current or incomplete, North Tone Systems may without notice suspend or terminate your access to our Services and/or website and refuse any and all current or future use of our Services and/or website (or any portion thereof).
As part of our Services to you, you may also be asked to choose a password and a user name. Please select a password that would not be obvious to someone trying to guess your password, and change it regularly as an added precaution. You are responsible for maintaining the confidentiality of the password and account, and you are fully responsible for all activities that occur under your password or account identification. You agree to (a) immediately notify North Tone Systems of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Without limiting any rights which we may otherwise have, North Tone Systems reserves the right to take any and all action, as it deems necessary or reasonable, to ensure the security of our Services and your account, including without limitation terminating your account, changing your password, or requesting additional information to authorize transactions on your account. Notwithstanding the above, North Tone Systems may rely on the authority of anyone accessing your account or using your password. In no event and under no circumstances shall we be held liable to you for any liabilities or damages resulting from or arising out of (a) any action or inaction of North Tone Systems under this provision, (b) any compromise of the confidentiality of your account or password and (c) any unauthorized access to your account or use of your password. You may not use anyone else’s account at any time, without the permission of the account holder.
The security of your personally identifying information is important to us. While there is no such thing as “perfect security” on the Internet, we will take reasonable steps to help ensure the safety of your personally identifying information. However, you understand and agree that such steps do not guarantee that use of our Services and/or website is invulnerable to all security breaches, and that North Tone Systems makes no warranty, guarantee, or representation that use of any of our Services and/or website is protected from viruses, security threats or other vulnerabilities.
8. Compatibility of Hardware or Software
You assume sole responsibility for the use and compatibility of any hardware or software not provided by us. North Tone Systems makes no warranty, guarantee or representation that any particular device or software not provided by us will function properly with our Services and/or website. Your responsibility for payment shall not be reduced or changed by virtue of any hardware or software not provided by North Tone Systems failing to function or being incompatible with our Services and/or website.
9. Client Content
You assume sole responsibility for (a) acquiring any authorization necessary for use of any materials you provide to us for incorporation into the design and/or development of any portion of your website by us or related to any our Services, including, but not limited to, any data, software, images, photographs, illustrations, graphics, music, audio clips, video clips, messages, tags, text or other materials (“Client Content”); (b) acquiring any authorization(s) necessary for hypertext links to third party websites; (c) the accuracy of materials you provide to us, including, without limitation, Client Content, descriptive claims, warranties, guarantees, nature of business, and address where business is conducted, (d) ensuring that your Client Content does not infringe or violate any right of any third party, (f) all content on your website, including any content or materials of a third party that you permit or enable to be posted on or accessed through your website, and (g) creating, publishing, editing, posting, updating and maintenance of all content on your website, and management and editorial control of your website’s content.
You agree to provide Client Content that to the best of your knowledge does not contain any content or materials which infringes on or violates any applicable law or regulation or any proprietary, contract, moral, privacy or other third party right, or which otherwise exposes North Tone Systems to civil or criminal liability. The delivery of any materials by you to us which do not satisfy the foregoing requirements shall be deemed to be a material breach of these Terms.
You acknowledge, consent and agree that North Tone Systems may access, preserve and disclose your account information and Client Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms, including without limitation, collection of amounts you owe us; (iii) respond to claims that any Client Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of North Tone Systems, its users and the public.
10. Mail Services
Unauthorized use of Mail Services is a violation of these Terms and includes: (a) use of Mail Services by anyone other than a hosted customer; (b) use of Mail Services as a repository for customer email; or (c) use of POP mail services to transfer system backups or disk images. As previously stated, violation of these Terms is cause for termination, suspension, or change of your account and our Services to you, in our sole discretion without notice to you.
11. Hosting Account Ownership/Assignment
Your right to use our Services is not transferable, which means you may not assign these Terms or any of its rights or obligations, by operation of law or otherwise, without the prior written consent of North Tone Systems. Any attempted assignment by you without our prior written consent shall be void. Our Services are for the sole use of the account owner on record with North Tone Systems. We will not transfer ownership, content, or access to any third party without written consent of the account owner registered with us. No transfer which we allow shall relieve the transferor of any liability for amounts owed to us.
12. Your Responsibility for Your Users
You are responsible for the activities of your users and, by accepting our Services, you agree to ensure that your customers, representatives or end-users abide by these Terms, including North Tone Systems’ Acceptable Use Policy. Complaints about your customers, representatives or end-users of will be forwarded to your postmaster for action. If violations of the North Tone Systems Acceptable Use Policy occur, we reserve the right to terminate our Services to you or take action to stop you or your customers, representatives or end-users from violating North Tone Systems’ Acceptable Use Policy as we deem appropriate in our sole discretion, without notice.
13. Notice of Copyright Infringement
If you believe that your work has been copied and is accessible on our Services or website in a way that constitutes copyright infringement, please provide North Tone Systems’ Copyright Agent with the following information:
- identification of the copyrighted work claimed to have been infringed;
- identification of the allegedly infringing material on our Services or website that is requested to be removed;
- your name, address and daytime telephone number, and an email address if available, so that we may contact you if necessary;
- a statement that you have a good faith belief that the use of the copyrighted work is not authorized by the copyright owner, its agent, or the law;
- a statement that the information in the notification is accurate, and under penalty of perjury, that the signatory is authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed; and
- an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert infringement of copyright and to submit the statement.
North Tone Systems’ Copyright Agent for Notice of claims of copyright infringement on our Services or website is Brad Jorgenson, who may be reached as follows:
North Tone Systems LLC
6441 Enterprise Ln, Suite 212
Madison, WI 53719
608-237-1694 : Phone
608-433-9245 : Fax
North Tone Systems will remove any material, or access through our Services to any material, that infringes the copyright of any person under the laws of the United States upon receipt of such a statement (or, more specifically, any statement in conformance with 17 U.S.C. § 512(c)(3)). United States law provides significant penalties for submitting such a statement falsely.
You agree to indemnify, defend and hold harmless North Tone Systems and our subsidiaries, affiliates, members, managers, officers, agents, and employees, from and against all claims, liabilities, losses, expenses, damages and costs, including reasonable attorneys’ fees, arising out of or resulting from Client Content or any other content you submit, post or upload to or transmit through our Services and/or website, your use of our Services or website, your connection to our Services and/or website, your violation of these Terms, or your violation of any law or the rights of another. These obligations will survive any termination of your relationship with North Tone Systems or your use of our Services and/or website. North Tone Systems reserves the right to assume the defense and control of any matter subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
North Tone Systems’ failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the Terms and shall not affect the validity and enforceability of any remaining provisions. No waiver by any party hereto of any breach or default of any of the covenants or agreements herein set forth shall be deemed a waiver as to any subsequent and/or similar breach or default. These Terms shall be governed and construed in accordance with the laws of the State of Wisconsin applicable to agreements made and to be performed in Wisconsin. You agree that any legal action or proceeding between North Tone Systems and you for any purpose concerning these Terms or the parties’ obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Wisconsin, and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of Wisconsin in connection with any such legal action or proceeding. Neither the course of conduct and/or course of dealing between the parties nor trade practice shall act to modify any provision of these Terms. North Tone Systems may assign its rights and duties under these Terms to any party at any time without notice to you. Your rights and duties under these Terms are not assignable by you without the prior written consent of North Tone Systems. These Terms do not provide any third party with a remedy, claim, or right of reimbursement. You must file any claim or suit related to our Services and/or website within one year after it arises. These Terms constitute the entire agreement between the parties, and supersede all prior oral or written agreements, understandings, representations and warranties, and courses of conduct and dealing between the parties on the subject matter hereof.
Last Updated: September 22, 2009