Web Builder Terms and Conditions

Supplementary Terms and Conditions for Webnames.ca web builder^TM Services

Amended Effective October 18, 2004

The terms and conditions set forth and referenced below govern access to and use of Webnames' web builderTM Services, limit and exclude warranties and remedies regarding the Webnames.ca web builder Services, exempt Webnames and other persons from liability or limit their liability, and contain other important provisions you should read. By submitting an order for the Webnames.ca web builder Services, Customer (defined in paragraph 1.1 below) acknowledges and signifies that it has read, understood, and agreed, without limitation or qualification, to be bound by the terms and conditions set forth and referenced below. If Customer does not accept and agree to those terms and conditions, Customer may not subscribe for, access or use any of the Webnames.ca web builder Services.

Interpretation, Acceptance and Amendment
1. Definitions. In these Supplementary Terms and Conditions:
  1. "Customer" means the holder of the Webnames account under which the Domain Name is registered and the registered owner of the Domain Name, jointly and severally;
  2. "Customer Content" means the content of the Customer Website provided by Customer or users of the Customer Website, but does not include any templates, components or content (including text and graphics) of the Customer Website provided by Webnames as part of the Webnames.ca web builder Services;
  3. "Customer Website" means the website created, maintained and operated by Customer using the Webnames.ca web builder Services, having the specifications (number of pages, size and functionality) set forth in the Order Form;
  4. "Domain Name" means the Internet domain name used by Customer as a domain name for the Customer Website;
  5. "Goods and Services" means goods and services advertised on or sold through the Customer Website;
  6. "Order Form" means the online verification screen confirming the Customer's order for Webnames.ca web builder Services as accepted by Webnames and as amended from time to time by agreement of the parties;
  7. "Transactions" means transactions (including purchase, sale, lease or provision) relating to Goods or Services facilitated through the Customer Website;
  8. "Transaction Services" means third party services (including payment processing services, software distribution services and parcel delivery services) used by Customer for processing and fulfilling Transactions;
  9. "Users" means the individuals authorized by Customer to access and use the Webnames.ca web builder Services on Customer's behalf in accordance with this Agreement;
  10. "Webnames.ca web builder Services" means the website creation and hosting services described in the Order Form and as set forth in this Agreement; and
  11. "Webnames Website" means the website operated by Webnames with a home page at the URL www.webnames.ca. All references in the Webnames.ca Terms of Use and Services Agreement to "Services" and "Other Services" include the Webnames.ca web builder Services. Other capitalized terms in these Supplementary Terms and Conditions are defined in the Webnames.ca Terms of Use and Services Agreement or these Supplementary Terms and Conditions.
2. Agreement for Webnames.ca web builder Services. The Webnames.ca web builder Services are governed by the Webnames.ca Terms of Use and Services Agreement (available by clicking here) and these Supplementary Terms and Conditions (including the Webnames.ca web builder Acceptable Use Policy available by clicking here), which together constitute and are referred to herein as "this Agreement". If there is a conflict between these Supplementary Terms and Conditions and the Webnames.ca Terms of Use and Services Agreement, then these Supplementary Terms and Conditions will govern.
3. Acceptance of this Agreement. This Agreement is by and between Customer and Webnames. By ordering Webnames Services, Customer signifies its acceptance and agreement to be bound by this Agreement. If this Agreement is accepted by an individual on behalf of Customer, the individual represents and warrants that he or she has the legal authority to agree to and accept this Agreement on behalf of Customer. If Customer does not agree with each provision of this Agreement, Customer may not order, access or use the Webnames.ca web builder Services.
4. Agreements for Domain Name and eMail Webnames.ca web builder Services. The registration, transfer or renewal of the Domain Name (the "Domain Name Services") and the electronic mail services (the "eMail Services") referenced in the Order Form are governed by one or more of the following Webnames' agreements: Webnames.ca Terms of Use and Services Agreement; Additional Terms and Conditions for .com, .org, and .net; Additional Terms and Conditions for .biz and .info; Webnames Terms and Conditions for .us; Webnames Terms and Conditions for .cn and Additional Terms and Conditions for E-mail (collectively the "Other Webnames Agreements"), all of which are available by clicking here. By ordering Webnames Services, Customer signifies its acceptance and agreement to be bound by the Other Webnames Agreements. If Customer does not agree with each provision of the Other Webnames Agreements, Customer may not order, access or use the Webnames.ca web builder Services. In the event of any inconsistency or conflict between the provisions of this Agreement and the provisions of the Other Webnames Agreements: (a) the provisions of this Agreement will govern regarding Customer's access to and use of the Webnames.ca web builder Services; and (b) the provisions of the Other Agreements will govern regarding Customer's access to and use of the Domain Name Services and the eMail Services.
5. Changes to this Agreement. Webnames may, in its discretion, change, supplement or amend this Agreement from time to time, for any reason, and without any prior notice or liability to Customer or any other person, by posting a revised agreement on the Webnames Website. By using the Webnames.ca web builder Services after a revised Agreement is posted on the Webnames Website, Customer signifies its acceptance and agreement to be bound by the revised Agreement. If Customer does not agree with each provision of the revised Agreement, Customer may not use the Webnames.ca web builder Services. Customer may not change, supplement or amend this Agreement in any manner.
Term, Fees/Payments, and Customer Changes to Services
1. Initial Term and Renewal Terms. The initial term of this Agreement will commence when the Order Form is accepted by Webnames and will continue until the last day of the minimum initial term set forth in the Order Form, unless terminated earlier as set forth in Section 8 (the "Initial Term"). This Agreement will automatically renew for additional consecutive periods equivalent in length to the payment period set forth in the Order Form (each a "Renewal Term") unless and until terminated as set forth in Section 8. For purposes of this Agreement, the Initial Term and each Renewal Term are referred to collectively as the "Term".
2. Fees/Payments. Customer will pay to Webnames the applicable "basic fees" and "additional/usage fees" for the Webnames.ca web builder Services as set forth in the Order Form and as amended from time to time by Webnames in accordance with this Agreement plus all applicable taxes. At the beginning of the Initial Term and each Renewal Term, Webnames will bill and collect payment for the applicable basic fees plus applicable taxes for the entire Initial Term or Renewal Term (as applicable) in accordance with the payment instructions set forth in the Order Form. Webnames will bill and collect payment for additional/usage fees plus applicable taxes at the end of each month in accordance with the payment instructions set forth in the Order Form, provided that Webnames may in its discretion require advance payment of estimated additional/usage fees plus applicable taxes. Except as provided in paragraph 8.3 below, payments by or on behalf of Customer are not refundable under any circumstances (including termination of this Agreement).
3. Customer Changes to Webnames.ca web builder Services. Customer may request changes to the Webnames.ca web builder Services by contacting Webnames at 1-866-221-7878. Any such requested changes will not be effective unless and until accepted by Webnames in its discretion, and may be subject to additional fees and charges. Changes regarding the specifications of the Customer Website may require Customer to rebuild the Customer Website.
The Webnames.ca web builder Services, Availability Guarantee, and Restrictions
1. Webnames.ca web builder Services. During the Term and subject to the provisions of this Agreement, Webnames (by itself or through its subcontractors and service providers) will use reasonable commercial efforts to make the following Webnames.ca web builder Services available to Customer:
  1. Website Toolkit. Webnames will provide Customer and Users with access to and use of various proprietary on-line tools, objects, components, templates, text, graphics and other content (collectively the "Toolkit") to create, modify and maintain the Customer Website.
  2. Website Hosting. Webnames will host the Customer Website on a shared Internet server so that the Customer Website is accessible by Internet users (the "Hosting Services").
  3. Technical Support. Webnames will provide Customer with remote (telephone or on-line) troubleshooting, advice and assistance as may be reasonably required to resolve technical problems regarding the Toolkit and the Hosting Services (collectively, "Technical Support").
  4. Additional Services. Webnames will provide Customer with such additional services as may be requested by Customer and agreed to by Webnames in its discretion from time to time.
2. Availability Guarantee.
  1. Guarantee. Webnames will use reasonable commercial efforts to ensure that the Customer Website is accessible to Customer and Internet users at least 99.9% percent of the time calculated on a monthly basis (equivalent to approximately 70 minutes of down time per month), not including regularly scheduled downtime for system maintenance, repair and upgrade (the "Availability Guarantee").
  2. Customer Remedy. If Webnames fails to meet the Availability Guarantee during a month (the "Affected Month"), and the non-availability of the Customer Website causes material inconvenience to Customer, then upon written notice by Customer within 15 days after the end of the Affected Month, Webnames will provide Customer with a credit (the "Credit") against fees for the next Renewal Term calculated as 3 percent of the basic fee paid by Customer for Webnames.ca web builder Services in respect of the Affected Month for each hour of non-availability, to a maximum of 50 percent of that basic fee. The Credit is Customer's sole and exclusive remedy for Webnames' breach of the Availability Guarantee.
3. Restrictions, Limitations, Requirements and Prohibitions. The Webnames.ca web builder Services are provided subject to the following restrictions, limitations and prohibitions:
  1. Customer Website. The Customer Website will only be accessible and useable by Customer, Users and others during the Term and while hosted by Webnames through the Hosting Services, and cannot be copied, transferred or removed from the Hosting Services. The Customer Website may be used only for Customer's personal or business purposes, and not to or for the benefit of any other person. Customer may not assign, sublicense, or re-sell access to or use of the Webnames.ca web builder Services or any portion thereof.
  2. Toolkit. The Toolkit may be used only during the Term and solely as part of the Webnames.ca web builder Services and in strict compliance with this Agreement.
  3. Limited Backup. Webnames will create short-term (1 day) back up copies of certain data stored using the Hosting Services in order to allow restoration of the data in the event of server problems and other similar events. The data backup is not complete or comprehensive, and should not be relied upon by Customer. Customer should ensure that it retains its own backup copies of all Customer Content.
  4. Technical Support. Webnames will provide Technical Support only to Customer's Technical Representatives (defined in paragraph 4.3). Technical Support will be available Monday through Friday (excluding Canadian national holidays) during the technical support hours indicated from time to time on the Webnames Website. Requests for Technical Support may be made using the Technical Support contact information indicated from time to time on the Webnames Website. Technical Support does not include support provided after-hours or on-site at Customer's facilities or support relating to computer software or hardware not provided by Webnames. Technical Support is subject to the limitation that not all technical problems can or will be corrected or resolved. Technical Support is provided for no additional fee or charge, except that Customer may be required to pay a technical support service charge if Webnames determines that the technical problem is not caused by Webnames' software or systems.
  5. "Powered By" Logo. Webnames may in its discretion insert the notice "Powered By Webnames.ca" and the Webnames logo at the bottom of each page of the Customer Website, provided that such notice and logo do not interfere with the content or functionality of the Customer Website. In such circumstances, the Webnames trademark and logo are used by Customer under license from Webnames, and all benefit and goodwill associated with use of the Webnames trademark and logo by Customer will enure entirely to Webnames.
  6. Prohibited Content, Goods and Services and Use. Customer will ensure that the Customer Website, the Customer Content and the Goods and Services strictly comply with the Webnames.ca web builder Acceptable Use Policy, and do not contain any data or materials, and are not used, directly or indirectly, for any purpose or in any manner, prohibited by the Webnames.ca web builder Acceptable Use Policy.
  7. No Access to Software or Code. Except as expressly set forth in this Agreement, Customer will not be entitled to access, use or obtain a copy of any of the software or other computer code used by Webnames to provide the Webnames.ca web builder Services. Customer will not alter, modify, change, adapt, extend, translate, decompile, disassemble or reverse engineer any of the software or other computer code used by Webnames to provide the Webnames.ca web builder Services or create derivative works based on any such software or computer code.
  8. Changes to Webnames.ca web builder Services. Notwithstanding any other provision of this Agreement, nothing in this Agreement in any way limits, impairs or restricts Webnames' right and ability, and Webnames reserves the right and ability from time to time in its discretion, to alter, change, modify or replace the Webnames.ca web builder Services (including the Toolkit) without any notice or liability to Customer or any other person. Changes in the Webnames.ca web builder Services (including the Toolkit) may affect the Customer Website and its operation.
Customer's Obligations
1. Domain Name. Customer is solely responsible and liable for obtaining and maintaining the registration of the Domain Name through Webnames as domain name registrar. (For Customer to use the Webnames.ca web builder Services, Webnames must be the registrar for the Domain Name. If the Domain Name registration expires or is transferred to another domain name registrar, Customer may not use the Webnames.ca web builder Services and this Agreement will automatically terminate.)
2. Equipment and Services. Customer is solely responsible for obtaining, provisioning, configuring, maintaining and paying for all equipment (including without limitation computer hardware, software [including Internet browser software that supports secure socket lawyers (SSL) security and email software] and telephone lines) and services (including without limitation Internet access) necessary for Customer and Users to access and use the Webnames.ca web builder Services or used by Customer or Users in connection with the Webnames.ca web builder Services. Customer is solely responsible for protecting all such equipment and services from loss or damage.
3. Technical Representatives. Customer will ensure that the Users responsible for Customer's technical use of the Webnames.ca web builder Services (the "Technical Representatives") have suitable qualifications and expertise regarding computer software and other systems necessary to use and administer the Webnames.ca web builder Services on Customer's behalf.
4. Customer Content. Customer will ensure that the Customer Content and the use and exploitation of the Customer Content by Customer, Users, Webnames and other persons as contemplated by this Agreement will not violate any applicable laws or infringe or violate the rights (including intellectual property, industrial property, moral, privacy and publicity rights) of any other person.
5. Acceptable Use. Customer is fully responsible and liable for Customer's and Users' use of the Webnames.ca web builder Services (including the Customer Website) and any and all acts and omissions by Customer and Users. Customer will ensure that all use of the Webnames.ca web builder Services (including the Customer Website) by Customer and Users complies with all applicable laws, this Agreement, and the Webnames.ca web builder Acceptable Use Policy, and does not infringe the rights of other persons. Webnames may, in its discretion, change, supplement or amend the Webnames.ca web builder Acceptable Use Policy from time to time without any prior notice or liability to Customer or any other person by posting a revised Webnames.ca web builder Acceptable Use Policy on the Webnames Website.
6. Access Codes. The Webnames.ca web builder Services may be accessed and used only through the use of the user name and password (collectively the "Access Codes") provided to Customer by Webnames. Customer may allow its Users to use the Access Codes, but must otherwise ensure that the Access Codes are kept confidential and not disclosed to or used by any other person. Customer is solely responsible for all use and misuse of the Access Codes. Customer must immediately notify Webnames if Customer discovers or suspects any unauthorized disclosure or use of the Access Codes. Webnames is not under any obligation to verify the actual identity or authority of the users of the Access Codes. If Webnames, in its discretion, considers the Access Codes to be insecure or to have been used inappropriately, then Webnames may immediately cancel the Access Codes without any notice or liability to Customer or any other person. Access Codes do not prohibit or restrict Webnames' access to the Customer Website or Customer Content.
7. Customer Content and Export Laws. Customer is fully responsible and liable for the Customer Content and all data, materials and information sent or received by, through or using the Webnames.ca web builder Services (including the Customer Website). Customer will comply with, and will ensure that all Users comply with, all applicable export laws concerning the transmission of technical data and other regulated materials by, through or using the Webnames.ca web builder Services (including the Customer Website).
8. Customer Information and Assistance. Customer will provide to Webnames in a timely manner all information requested by Webnames in connection with the provision of the Webnames.ca web builder Services. Customer will reasonably assist Webnames to provide the Webnames.ca web builder Services and will perform such duties and tasks as may be reasonably requested by Webnames.
9. Reporting and Removal. Customer will immediately notify Webnames if Customer knows or suspects that the Customer Website or the Customer Content violate this Agreement (including the Webnames.ca web builder Acceptable Use Policy). Customer will immediately remove any offending materials from the Customer Website and cease and prevent all prohibited use of the Customer Website immediately upon becoming aware of such offending materials or prohibited use.
10. Indemnity. Without limiting the generality of any other provision in this Agreement, Customer will defend, indemnify and hold harmless Webnames and its Representatives from and against any and all Claims and Proceedings directly or indirectly arising from, connected with or relating to: (i) use of the Webnames.ca web builder Services by Customer or Users; (ii) the Customer Website and the Customer Content; (iii) any negligence, misconduct, breach of this Agreement or violation of the Webnames.ca web builder Acceptable Use Policy by Customer, Users, or other any person for whom Customer is under this Agreement or in law responsible; (iv) the suspension or termination of Webnames.ca web builder Services; or (v) the termination of this Agreement. Notwithstanding the foregoing, Webnames and its Representatives (if applicable) retain the right to participate in the defense of and settlement negotiations relating to any and all Claims and Proceedings with counsel of their own selection at their sole cost and expense. In this Agreement: (i) "" means claims, counterclaims, complaints, demands, causes of action, liabilities, obligations, damages, legal fees, costs, expenses, and disbursements, including without limitation reasonable attorneys' fees and court costs, of any nature or kind, whatsoever and howsoever arising, whether known or unknown, whether in law or in equity or pursuant to contract or statute, and whether in any court of law or equity or before any arbitrator or other body, board or tribunal; (ii) "Representatives" means past, present and future directors, officers, employees, agents, subcontractors, service providers, representatives, successors, permitted assigns, related persons and each of them; and (iii) "Proceedings" means actions, suits, proceedings, and hearings of any nature and kind in any court of law or equity or before any arbitrator or other body, board or tribunal.
11. Transactions/Goods and Services. Customer is solely responsible and liable for: (a) all Transactions; (b) selecting, obtaining and paying for all Transaction Services; and (c) ensuring that all Transactions, Goods and Services, and related matters comply with all applicable laws (including without limitation all applicable laws regarding consumer protection, advertising, business practices, privacy and personal information protection).
12. Personal Information Privacy. Customer represents, warrants and covenants with and to Webnames that Customer has obtained or will obtain from each and every individual that accesses the Customer Website their informed consent to the collection, use, disclosure and retention of their personal information by Customer and its service providers (including Webnames) in connection with Transactions with the individual and all related matters. Customer will reasonably cooperate with Webnames in connection with Webnames' compliance with all applicable personal information protection laws.
Monitoring, Removal of Customer Content and Aggregated Data
1. Monitoring. Webnames is not obliged to monitor, screen, police or edit the use of the Webnames.ca web builder Services (including without limitation the Customer Website or Customer Content), although Webnames reserves the right to do so in its discretion and without any notice or liability to Customer, Users or any other person. Without limiting the generality of the foregoing and notwithstanding Customer's use of Access Codes or other passwords to protect or restrict access to the Customer Website or Customer Content, Webnames may in its discretion access and review the Customer Website and all Customer Content.
2. Removal of Customer Content. If Webnames in its discretion considers any of the Customer Content to be prohibited by the Webnames.ca web builder Acceptable Use Policy, or if Webnames receives a complaint regarding any Customer Content, Webnames may in its discretion immediately remove the offending Customer Content from the Customer Website without any notice or liability to Customer or any other person.
3. Aggregated Data. Webnames may in its discretion collect, use and disclose to other persons aggregated, non-identifiable information regarding the use of the Webnames.ca web builder Services by Customer and Users, including Internet users' access to and use of the Customer Website.
Proprietary Rights
1. Webnames' Ownership. The Webnames.ca web builder Services (including without limitation the Toolkit and all software and technology used to provide the Webnames.ca web builder Services and related documents and information) are the property of Webnames and its licensors, and are protected by international copyright and other laws. Use of the Webnames.ca web builder Services does not transfer to Customer or any other person any ownership or other rights in the Webnames.ca web builder Services. As between the parties, Webnames owns and retains all right, title and interest in, to and associated with the Webnames.ca web builder Services (including without limitation the Toolkit and all software and technology used to provide the Webnames.ca web builder Services and related documents and information) and all aspects of the Customer Website except for the Customer Content. Neither Customer nor any other person will acquire any right, title or interest in or to the Webnames.ca web builder Services or any part of the Customer Website other than the Customer Content.
2. Customer Ownership. As between the parties, Customer owns and retains all right, title and interest in, to and associated with the Customer Content (but not any other part of the Customer Website), except that Customer hereby grants to Webnames a non-exclusive, royalty free, world-wide right and license to access, copy, use and exploit the Customer Content as may be required to provide the Webnames.ca web builder Services and perform its obligations under this Agreement.
3. Reservation. All rights not expressly granted under this Agreement are reserved to the parties.
Disclaimers/Liability Exclusions and Limitation

The following provisions are in addition to similar provisions in the Webnames.ca Terms of Use and Services Agreement:
1. GENERAL DISCLAIMER. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, AND EXCEPT FOR THE "AVAILABILITY GUARANTEE" SET FORTH IN PARAGRAPH 3.2: (A) THE Webnames.ca web builder Services ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND WITHOUT ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, OR ARISING FROM CUSTOM OR TRADE USAGE OR BY ANY COURSE OF DEALING OR COURSE OF PERFORMANCE; (B) WEBNAMES DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE Webnames.ca web builder Services WILL MEET CUSTOMER'S NEEDS OR BE FREE FROM ERRORS OR DEFECTS OR THAT THE Webnames.ca web builder Services WILL BE UNINTERRUPTED; (C) WEBNAMES DISCLAIMS ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING THE NATURE, QUALITY OR ACCURACY OF THE Webnames.ca web builder Services TO THE FULLEST EXTENT PERMITTED BY LAW; (D) USE OF THE Webnames.ca web builder Services IS AT CUSTOMER'S OWN RISK; (E) THE Webnames.ca web builder Services MAY BE AFFECTED BY NUMEROUS FACTORS BEYOND WEBNAMES' CONTROL, AND MAY NOT BE CONTINUOUS OR UNINTERRUPTED OR SECURE; (F) SECURITY AND PRIVACY RISKS CANNOT BE ELIMINATED; (G) PASSWORD PROTECTION MAY NOT PREVENT UNAUTHORIZED ACCESS TO THE CUSTOMER WEBSITE OR CUSTOMER MATERIALS OR OTHER INFORMATION CUSTOMER OR USERS MAY USE IN CONNECTION WITH THE Webnames.ca web builder Services; (H) CUSTOMER WILL REMAIN SOLELY AND EXCLUSIVELY RESPONSIBLE FOR CUSTOMER'S AND USERS' USE OF THE Webnames.ca web builder Services, THE CONTROL, SECURITY AND CONFIDENTIALITY OF THE CUSTOMER WEBSITE AND ANY AND ALL TRANSACTIONS THROUGH THE CUSTOMER WEBSITE; AND (I) CUSTOMER HEREBY ACKNOWLEDGES THAT THE INTERNET IS NOT A SECURE MEDIUM, MAY BE INHERENTLY UNRELIABLE AND SUBJECT TO INTERRUPTION OR DISRUPTION, AND MAY BE SUBJECT TO INADVERTENT OR DELIBERATE BREACHES OF SECURITY.
2. NO RESPONSIBILITY FOR CUSTOMER WEBSITE/CUSTOMER CONTENT/GOODS AND SERVICES/TRANSACTIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE CREATION, OPERATION AND USE OF THE CUSTOMER WEBSITE AND THE CUSTOMER CONTENT AND ALL TRANSACTIONS ARE AT CUSTOMER'S OWN RISK. CUSTOMER IS SOLELY RESPONSIBLE FOR, AND BEARS ALL RISKS AND LIABILITIES ASSOCIATED WITH, THE CUSTOMER WEBSITE, THE CUSTOMER CONTENT, THE GOODS AND SERVICES AND TRANSACTIONS. WEBNAMES IS NOT OBLIGATED TO ENDORSE OR EXERCISE ANY CONTROL WHATSOEVER OVER THE CUSTOMER WEBSITE, THE CUSTOMER CONTENT, THE GOODS AND SERVICES OR TRANSACTIONS, AND IS NOT OBLIGATED TO MONITOR, SCREEN, BLOCK, FILTER OR POLICE THE CUSTOMER WEBSITE, THE CUSTOMER CONTENT, THE GOODS AND SERVICES OR TRANSACTIONS FOR COMPLIANCE WITH APPLICABLE LAWS OR ACCEPTABLE USE POLICIES. WEBNAMES IS NOT A PARTY TO ANY TRANSACTION, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY TRANSACTION. WEBNAMES MAKES NO REPRESENTATION, WARRANTY, CONDITION OR GUARANTEE OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, OR ARISING FROM CUSTOM OR TRADE USAGE OR BY ANY COURSE OF DEALING OR COURSE OF PERFORMANCE, REGARDING THE CUSTOMER WEBSITE, THE CUSTOMER CONTENT, THE GOODS AND SERVICES OR TRANSACTIONS, AND DISCLAIMS ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING THE CUSTOMER WEBSITE, THE CUSTOMER CONTENT, THE GOODS AND SERVICES AND TRANSACTIONS TO THE FULLEST EXTENT PERMITTED BY LAW.
3. NO RESPONSIBILITY FOR TRANSACTION SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE SELECTION AND USE OF TRANSACTION SERVICES ARE AT CUSTOMER'S OWN RISK. CUSTOMER IS SOLELY RESPONSIBLE FOR, AND BEARS ALL RISKS AND LIABILITIES ASSOCIATED WITH, TRANSACTION SERVICES. INFORMATION REGARDING TRANSACTION SERVICES IS PROVIDED BY WEBNAMES FOR CONVENIENCE ONLY. WEBNAMES DOES NOT ENDORSE OR EXERCISE ANY CONTROL WHATSOEVER OVER TRANSACTION SERVICES. WEBNAMES MAKES NO REPRESENTATION, WARRANTY, CONDITION OR GUARANTEE OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, OR ARISING FROM CUSTOM OR TRADE USAGE OR BY ANY COURSE OF DEALING OR COURSE OF PERFORMANCE, REGARDING TRANSACTION SERVICES, AND DISCLAIMS ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING TRANSACTION SERVICES TO THE FULLEST EXTENT PERMITTED BY LAW. WEBNAMES IS NOT A PARTY TO ANY CONTRACT BETWEEN CUSTOMER AND PROVIDERS OF TRANSACTION SERVICES.
4. NO RESPONSIBILITY FOR THIRD PARTY CLAIMS. CUSTOMER IS SOLELY LIABLE AND RESPONSIBLE FOR ANY AND ALL CLAIMS AND PROCEEDINGS DIRECTLY OR INDIRECTLY ARISING FROM, CONNECTED WITH OR RELATING TO THE CUSTOMER WEBSITE, THE CUSTOMER CONTENT, THE TRANSACTION SERVICES, THE GOODS AND SERVICES, CUSTOMER'S BREACH OF THIS AGREEMENT, CUSTOMER'S OR USERS' VIOLATION OR INFRINGEMENT OF THE RIGHTS OF OTHER PERSONS, USERS' VIOLATION OF THE ACCEPTABLE USE POLICY, OR CUSTOMER'S OR USERS' VIOLATION OF ANY APPLICABLE CIVIL OR CRIMINAL LAW. WEBNAMES DISCLAIMS ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING ALL SUCH MATTERS TO THE FULLEST EXTENT PERMITTED BY LAW.
5. NO RESPONSIBILITY FOR UNAUTHORIZED ACCESS OR DAMAGE. WEBNAMES IS UNDER NO OBLIGATION TO VERIFY THE IDENTITY OF USERS OF THE Webnames.ca web builder Services. WEBNAMES IS NOT RESPONSIBLE OR LIABLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION, THEFT OR DESTRUCTION OF THE CUSTOMER WEBSITE OR THE CUSTOMER CONTENT THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES, INTENTIONAL MISCONDUCT, OR ANY OTHER METHOD, REGARDLESS OF WHETHER SUCH DAMAGE OCCURS AS A RESULT OF WEBNAMES' NEGLIGENCE, GROSS NEGLIGENCE, FUNDAMENTAL BREACH OR ANY OTHER FAULT OR WRONGDOING. IN NO EVENT WILL WEBNAMES BE LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF REVENUE OR PROFITS, OR FOR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE CUSTOMER WEBSITE OR THE CUSTOMER CONTENT.
6. EXCLUSION/LIMITATION OF LIABILITY. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (A) WEBNAMES' LIABILITY (IF ANY) UNDER THIS AGREEMENT OR OTHERWISE IS LIMITED TO DIRECT DAMAGES SUFFERED BY CUSTOMER, AND IN NO EVENT WILL WEBNAMES BE LIABLE TO CUSTOMER OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY LOSS OR DAMAGE, ARISING FROM, CONNECTED WITH, OR RELATING TO THIS AGREEMENT, THE SUBJECT MATTER OF THIS AGREEMENT, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO LOSS OF DATA AND MATERIALS (INCLUDING CUSTOMER MATERIALS), INFORMATION, BUSINESS, MARKETS, SAVINGS, INCOME, PROFITS, USE, PRODUCTION, OR GOODWILL, ANTICIPATED OR OTHERWISE (INCLUDING WITHOUT LIMITATION BY REASON OF ANY EXPENDITURES, INVESTMENTS, LEASES OR COMMITMENTS MADE IN ANTICIPATION OF THE CONTINUANCE OR PERFORMANCE OF THIS AGREEMENT), OR ECONOMIC LOSS, UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR ANY OTHER THEORY OR LAW OR EQUITY), REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING (INCLUDING FUNDAMENTAL BREACH OR GROSS NEGLIGENCE) BY WEBNAMES OR ANY PERSON FOR WHOM WEBNAMES IS RESPONSIBLE, AND EVEN IF WEBNAMES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE BEING INCURRED; AND (B) IN NO EVENT WILL WEBNAMES' TOTAL AGGREGATE LIABILITY TO CUSTOMER OR ANY OTHER PERSON UNDER THIS AGREEMENT OR OTHERWISE, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY, REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING (INCLUDING FUNDAMENTAL BREACH OR GROSS NEGLIGENCE) BY WEBNAMES OR ANY PERSON FOR WHOM WEBNAMES IS RESPONSIBLE, AND EVEN IF WEBNAMES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE BEING INCURRED, EXCEED THE LESSER OF $100 CDN OR THE FEES PAID OR PAYABLE BY CUSTOMER TO WEBNAMES FOR THE MONTH DURING WHICH THE LIABILITY AROSE. IN THIS PARAGRAPH 7.5, "WEBNAMES" INCLUDES WEBNAMES AND ITS AFFILIATES AND THEIR RESPECTIVE PAST, PRESENT AND FUTURE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUBCONTRACTORS, SERVICE PROVIDERS, SUCCESSORS, PERMITTED ASSIGNS, AND RELATED PERSONS.
7. SOLE REMEDY. IF CUSTOMER IS DISSATISFIED WITH THE Webnames.ca web builder Services, OR WEBNAMES' POLICIES, GUIDELINES OR PRACTICES, AND EXCEPT FOR THE "AVAILABILITY GUARANTEE" SET FORTH IN PARAGRAPH 3.2, CUSTOMER'S SOLE AND EXCLUSIVE REMEDY IS TO TERMINATE THIS AGREEMENT PURSUANT TO SECTION 8.1 AND CEASE USING THE Webnames.ca web builder Services. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AND EXCEPT FOR THE "AVAILABILITY GUARANTEE" SET FORTH IN PARAGRAPH 3.2, CUSTOMER WILL NOT BE ENTITLED TO ANY CREDITS, REBATES, OR REFUNDS FOR ANY SERVICE DEFICIENCIES, INCLUDING WITHOUT LIMITATION ANY UNAVAILABILITY OF THE Webnames.ca web builder Services OR THE CUSTOMER WEBSITE.
8. FAIR ALLOCATION OF LIABILITY. CUSTOMER ACKNOWLEDGES AND AGREES THAT THIS AGREEMENT PRESENTS A FAIR ALLOCATION OF RISK AND LIABILITY, WHICH IS REFLECTED IN THE FEES TO BE PAID BY CUSTOMER FOR THE Webnames.ca web builder Services.
9. OTHER RIGHTS. THE EXCLUSION OF CERTAIN WARRANTIES AND THE EXCLUSION OR LIMITATION OF CERTAIN LIABILITIES IS PROHIBITED BY LAW IN SOME JURISDICTIONS. SUCH LIMITATIONS MAY APPLY TO CUSTOMER.
Termination and Suspension
1. Termination by Customer. Customer may terminate this Agreement at any time after the Initial Term for its sole convenience immediately upon delivery of notice to Webnames. Fees paid prior to such termination are not refundable.
2. Automatic Termination. This Agreement will automatically terminate if the Domain Name ceases to be duly registered through Webnames as the domain name registrar. Fees paid prior to such termination are not refundable.
3. Termination by Webnames. Webnames may terminate this Agreement at any time for its sole convenience upon thirty (30) days notice to Customer. Webnames may terminate this Agreement for cause immediately upon delivery of notice of termination to Customer if: (a) Customer materially breaches this Agreement and has not remedied the breach within seven (7) days after receipt of a notice from Webnames stating its intention to terminate this Agreement if the breach is not remedied within seven (7) days; or (b) Customer becomes bankrupt, takes any step or proceeding for the benefit of insolvent debtors, becomes insolvent or takes any step or proceeding for liquidation, dissolution or winding up. If Webnames terminates this Agreement for its convenience, Webnames will refund to Customer any unused portion of pre-paid fees, except those fees designated in this Agreement as non-refundable. If Webnames terminates this Agreement for cause, Webnames will not refund any pre-paid fees.
4. Consequences of Termination. If this Agreement is terminated for any reason whatsoever:
  1. Fees: Customer will immediately pay all fees accrued up to the date of termination and applicable taxes without any right of deduction or setoff;
  2. No Further Services: Customer and all Users no longer use the Webnames.ca web builder Services;
  3. No Use of Customer Website: Customer will no longer use the Customer Website or any components or content of the Customer Website except for the Customer Content then in Customer's possession; and
  4. Deletion of Data: Webnames may in its discretion permanently delete from its systems the Customer Website and all Customer Content and other data associated with Customer's use of the Webnames.ca web builder Services without any notice or liability to Customer or any other person, and Customer will no longer have any right to access or use the Customer Website or any Customer Content on Webnames' systems.
5. Transition Services. Webnames will co-operate with and provide reasonable assistance to Customer in transferring any Customer Content stored on Webnames' active systems to Customer, provided Customer pays all outstanding fees owing to Webnames and applicable taxes and pays in advance all fees and applicable taxes for such transfer assistance.
6. Survival. Notwithstanding anything herein to the contrary, the following provisions of these Supplementary Terms and Conditions, and all other provisions necessary to their interpretation or enforcement, will survive indefinitely after the expiration or termination of this Agreement and will remain in full force and effect and be binding upon the parties as applicable: Sections 6, 7 and 9 and paragraphs 2.2, 3.3(g), 4.10, 5.3, 8.4 and 8.6.
7. Suspension. Webnames may in its discretion, and in addition to its other remedies, immediately suspend providing the Webnames.ca web builder Services without any prior notice or liability to Customer or any other person if: (a) Customer or any User engages in any prohibited use of the Webnames.ca web builder Services or violates the Webnames.ca web builder Acceptable Use Policy; or (b) Customer fails to make any payment when due.
General
1. Force Majeure. Notwithstanding any other provision of this Agreement, Webnames will not be liable to Customer or any other person for any delay in performing or failure to perform any of its obligations under this Agreement to the extent performance is delayed or prevented due to any cause or causes that are beyond Webnames' reasonable control, including without limitation: (a) any act of God, fire, explosion, lightning, storm, flood, earthquake, accident, or natural disaster; (b) war, terrorism, hostilities, civil war, insurrection, riot, civil unrest, commotion or acts of a public enemy; (c) labour shortages, strikes, lock-outs, or other labour, industrial or trade action, disputes, disruption or disturbances (whether involving its employees or those of any other person); (d) theft, sabotage, malicious damage, fraud, epidemic, or quarantine restrictions; (e) material shortages or rationing; (f) general failure, malfunction or unavailability of power, utilities, telecommunications, data communications, or related services; (g) action, inaction, demand, order, restraint, restriction, requirement, prevention or hindrance by any government or court; or (h) applicable law or regulation. Any delay or failure of this kind will not be deemed to be a breach of this Agreement by Webnames, and the time for Webnames' performance of the affected obligation will be extended by a period that is reasonable in the circumstances.
2. Relationship of Parties. The parties are independent contractors, and nothing in this Agreement or done pursuant to this Agreement will create or be construed to create a partnership, joint venture, agency, employment, or other similar relationship between them.
3. Subcontractors. Webnames may in its discretion engage subcontractors to perform any or all of Webnames' obligations under this Agreement.
4. Severability. If any provision of this Agreement is held to be invalid or unenforceable for any reason, then the provision will be deemed to be severed from this Agreement and the remaining provisions will continue in full force and effect without being impaired or invalidated in any way, unless as a result of any such severance this Agreement would fail in its essential purpose.
5. Governing Law and Disputes. This Agreement will be governed by, and construed in accordance with, the laws of British Columbia and the laws of Canada (excluding choice of law rules and the United Nations Convention on Contracts for the International Sale of Goods) applicable in British Columbia, which will be deemed to be the proper law of this Agreement. All disputes arising from, connected with, or relating to this Agreement, the subject matter of this Agreement (including the Webnames.ca web builder Services), or the termination of this Agreement will be determined by the courts of British Columbia sitting in the City of Vancouver, and the parties hereby irrevocably submit and attorn to the original and exclusive jurisdiction of the courts of British Columbia sitting in the City of Vancouver for those purposes.
6. Interpretation and Language. In this Agreement: (a) a reference to "this Agreement" and other similar terms refers to this Agreement as a whole and not just to the particular provision in which those words appear; (b) headings in this Agreement are for reference only and do not define, limit or enlarge the scope or meaning of this Agreement or any of its provisions; (c) words importing persons include individuals, partnerships, associations, trusts, unincorporated organizations, societies, and corporations; (d) words importing the singular number only include the plural and vice versa; (e) words importing any gender include all genders; and (f) reference to a day, week, month, quarter or year, means a calendar day, week, month, quarter or year, unless expressly stated otherwise. Customer expressly requests and requires that this Agreement and all other related documents be drawn up in the English language. Les parties conviennent et exigent expressement que ce Contrat et tous les documents qui s'y rapportent soient rediges en anglais.

Web Builder Terms and Conditions

Contactez-nous