Terms Of Service
- These Terms of Service (the “Agreement”) are an agreement between SYN GROUP SOLUTIONS INC. (“SYN Interactive” or “us” or “our”) and you (“User” or “Client” or “you” or “your”). This Agreement sets forth the general terms and conditions of your use of the products and services made available by SYN Interactive and of the syninteractive.com website (collectively, the “Services”) along with specifics and deliverables of each service offered by SYN Interactive. By using the Services, you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorized to use or access the Services.
- Services Agreement: CLIENT AND SYN AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS SERVICES AGREEMENT (THE “AGREEMENT”), WHICH INCLUDES THE GENERAL TERMS AND CONDITIONS ATTACHED HERETO AS SCHEDULE A AND ALL STATEMENTS OF WORK ENTERED INTO FROM TIME TO TIME PURSUANT TO THIS AGREEMENT.
- Payment Terms: The Fees and Taxes are duly payable as set out in Section 4
SCHEDULE A – GENERAL TERMS AND CONDITIONS
ARTICLE 1 – Scope of Services
- Services. SYN Group Solutions Inc. (“SYN Interactive”) agrees to provide the services (“Services”) set out in SCHEDULE B. Each service purchased by client in SCHEDULE B will be effective, incorporated into and form a part of this Agreement.
- Precedence. service in SCHEDULE B will be governed by the terms of this Agreement.
ARTICLE 2 – Performance of Services
- Schedule. SYN Interactive will perform the Services purchased by client (Set out in SCHEDULE B). SYN Interactive will use reasonable commercial efforts to complete each of the Services.
- Changes in Scope of Work. Requests by Client for changes to the scope of the services specified in an SCHEDULE B will be subject to the following procedure:
(i) Client will advise SYN Interactive in writing (each, a “Change Order”) of the desired change, in such detail and with such additional information as SYN Interactive may reasonably request;
(ii) SYN Interactive will notify Client within a reasonable period of time of SYN Interactive’s estimate of the impact of the desired Change Order on the total cost of the purchased service, the time frame for completion and any further aspects that, in the opinion of SYN Interactive, are likely to be affected by the desired Change Order; and
(iii) any proposed Change Order which increases costs or changes milestones will be implemented only with the prior written approval of each party’s project manager.
- Client Assistance. Client will provide to SYN Interactive full, good faith co-operation to assist SYN Interactive in performing the Services. In particular, and without limiting the generality of the foregoing, Client will, free of charge to SYN Interactive:
(i) supply all pertinent data and information and give such assistance as may reasonably be requested by SYN Interactive to perform the Services and in particular provide SYN Interactive with such specific and detailed information regarding Client’s systems, procedures and hardware as SYN Interactive may reasonably request; and
(ii) perform such additional duties and responsibilities, if any, as may be described in the services SCHEDULE B.
- Subcontracting. SYN Interactive will have the right to use third parties in performance of its obligations and services hereunder and, for the purposes of this Agreement, all references to SYN Interactive or its employees will be deemed to include such third parties.
ARTICLE 3 – Price and Payment
- Fees for Services. The Services provided by SYN Interactive will be at the pricing set in the services section of SYN Interactive’s website unless it’s a custom pricing for client. In the event a service does not reference any specific pricing, such services will be performed at SYN Interactive’s specified rates upon purchase of the online package by clients
- Additional Fees. In addition to the pricing for services as set in SCHEDULE B, certain other fees may be charged by SYN Interactive to Client from time to time as set in package’s details.
- Pre-Authorized Payments. Unless otherwise specified in an SCHEDULE B, all payments by Client to SYN Interactive shall be made by any one of the following payment methods:
(i) pre-authorized credit card; or
(ii) electronic funds transfer.
- Overdue Amounts. If any amount payable hereunder is not paid when due, Client will pay to SYN Interactive interest on such amount, from the date payment was due until the date that payment is received and both before and after any judgment, at the rate of one percent (1%) per month simple interest (equivalent of 12% per annum).
- Taxes. Client will be responsible for all GST, and all other applicable value added taxes in connection with Services provided by SYN Interactive.
ARTICLE 4 – Property Rights
- Ownership of Deliverables. Title to and ownership of all rights, including copyright and all other intellectual property rights, in and to all data, designs, design documents, reports, requirements, specifications and deliverables (collectively, “Deliverables”) prepared by SYN Interactive will at all times remain with SYN Interactive, provided however that:
(i) SYN Interactive hereby grants to Client a non-exclusive, non-transferable, royalty-free, perpetual, world-wide license to use such Deliverables for Client’s internal business use only; and
(ii) all intellectual property in any information or data provided by Client will remain the property of Client. SYN Interactive may use in any way which it deems necessary or appropriate any ideas, concepts, know‑how or techniques acquired, developed or used by SYN Interactive during the course of this Agreement and any of the Services.
ARTICLE 5 – Confidential Information
- Confidentiality. Each party will keep strictly confidential and will not disclose or use for any purpose other than for performing its obligations under this Agreement any Confidential Information (as hereafter defined) of the other party. Neither party will obtain any interest in the other party’s Confidential Information by reason of this Agreement or by reason of the disclosure of such Confidential Information pursuant to this Agreement. Each party will take the steps reasonably necessary to protect the confidentiality of the other party’s Confidential Information. Each party may disclose the other party’s Confidential Information only to its directors, officers, agents, employees, and professional advisors who have a need to know such Confidential Information for the performance of this Agreement, provided that such directors, officers, agents, employees and professional advisors are bound by obligations of nondisclosure and non-use substantially the same in scope as those contained in this Article. Nothing in this Article will restrict a party’s use or disclosure of its own Confidential Information.
- Definition of “Confidential Information”. “Confidential Information” will mean any information, technical data or know-how including, but not limited to, that which comprises or relates to the party’s confidential and proprietary trade secrets, hardware, software (source code and object code), screens, specifications, designs, plans, drawings, data, prototypes, discoveries, research, developments, processes, procedures, intellectual property, market research, marketing techniques and plans, business plans and strategies, customer names and other information related to customers, price lists, pricing policies and financial information or other business and/or technical information and materials, in oral, demonstrative, written, electronic, graphic or machine-readable form and any analyses, compilations, studies or documents. Confidential Information also includes the terms of this Agreement and SYN Interactive’s Confidential Information also includes the Deliverables.
- Exceptions. The foregoing restrictions of confidentiality and non-use will not apply to information that: (i) is or becomes publicly available without breach of this Agreement; (ii) is disclosed to a party by a third party, provided such information was not obtained by said third party, directly or indirectly, from the other party on a confidential basis; (iii) is already known to a party without confidentiality obligations; or (iv) is independently developed or discovered by a party without reference to Confidential Information of the other party.
- Permitted Disclosures. Notwithstanding any provisions of this Article, either party may disclose the Confidential Information of the other party to applicable regulatory authorities or if required by judicial or administrative process or timely disclosure requirements imposed by law or by stock exchange policies, provided that such party first provides to the other party prompt notice of such required disclosure and maintains confidentiality to the greatest extent permissible.
ARTICLE 6 – Warranties AND LIMITATIONS OF LIABILITY
- Services Warranty. SYN Interactive warrants that the Services provided hereunder will be provided in a reasonable, workmanlike and professional manner. EXCEPT FOR THE FOREGOING WARRANTY, THERE ARE NO OTHER REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESSED OR IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. SYN Interactive DOES NOT REPRESENT OR WARRANT THAT THE SERVICES WILL MEET THE PARTICULAR REQUIREMENTS OF CLIENT.
- Limitation of Liability. CLIENT AGREES THAT ANY LIABILITY ON THE PART OF SYN Interactive ARISING OUT OF OR RELATED TO THIS AGREEMENT AND ANY SERVICES, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON BREACH OR REPUDIATION OF CONTRACT, FUNDAMENTAL BREACH OR BREACHES OF ANY GUARANTEE, REPRESENTATION, WARRANTY OR CONDITION, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY OF LIABILITY, WILL BE LIMITED TO CLIENT’S ACTUAL, DIRECT, PROVABLE DAMAGES IN AN AMOUNT NOT TO EXCEED THE TOTAL AMOUNT PAID TO SYN Interactive BY CLIENT IN RESPECT OF THE SERVICES GIVING RISE TO THE LIABILITY.
- Certain Damages Excluded. CLIENT AGREES THAT IN NO EVENT WILL SYN Interactive BE LIABLE FOR ANY LOSS OR INACCURACY OF DATA OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, AGGRAVATED OR SPECIAL DAMAGES, OR DAMAGES FOR LOSS OF REVENUE OR PURE ECONOMIC LOSS INCLUDING WITHOUT LIMITATION LOSS OF BUSINESS, LOSS OF PROFITS OR FAILURE TO REALIZE ANTICIPATED SAVINGS, EVEN IF SYN Interactive HAS BEEN ADVISED OF THE LIKELIHOOD OF SUCH DAMAGES.
ARTICLE 7 – Term, Termination and Suspension of Services
- Term of Agreement. This Agreement will commence on the Effective Date (time of purchase in the system from client area of SYN Interactive’s website) and, unless terminated earlier in accordance with this Section, will continue until terminated by either party.
- Term of Services in SCHEDULE B. Each service will remain in effect until
(i) it has expired on its own terms,
(ii) the Services authorized thereunder is completed, or
(iii) it is terminated by either party as provided herein.
- Termination. Without limiting the remedies otherwise available under this Agreement or at law or equity, this Agreement or any services in SCHEDULE B hereunder may be terminated prior to expiry or completion in accordance with the following: (i) by either party without cause on 30 days prior written notice; (ii) by either party in the event the other party fails to perform any obligation required to be performed under this Agreement or an services in SCHEDULE B and such failure is not corrected within 30 days from receipt of written notice advising of such failure from the other party; or (iii) by either party if the other party becomes insolvent or makes an assignment for the benefit of its creditors or there is filed by or against the other party any bankruptcy, receivership, reorganization or similar proceeding under any present or future debtor relief law. Notice of termination of any services in SCHEDULE B will not be considered notice of termination of this Agreement unless specifically stated in the notice.
- Penalty for Early Termination. In the event that this Agreement or any services in SCHEDULE B hereunder is terminated by Client prior to completion of the term as set out in a services in SCHEDULE B, all Fees that would have been incurred by Client for the remaining portion of the term shall be payable immediately to SYN Interactive as of the termination date.
- Effect of Termination. Upon termination or expiry of this Agreement or any services in SCHEDULE B: (i) Client will pay all undisputed sums owing to SYN Interactive under this Agreement in accordance with its terms, including fees for Services provided, and if any other services are performed by SYN Interactive for Client, at SYN Interactive’s then current standard time and material rates and charges; and (ii) each party will return to the other party any and all applicable Confidential Information of the other party in its possession or control.
- Survival. Articles 3, 4, 5, 6 and Sections 7.4, 7.5, 7.6, 8.1, 8.9, 8.12 and such other provisions as may reasonably be expected to remain in force will survive the expiry or termination of this Agreement and will remain in full force and effect following such expiry or termination. The expiration or termination of this Agreement will not affect the rights of any party to make a claim for damages arising from a breach of any provision of this Agreement which occurred prior to such expiration or termination.
- Suspension of Services. If Client fails to pay SYN Interactive as required by this Agreement, without due cause, SYN Interactive will be entitled to immediately suspend all activity relating to this Agreement upon delivery of written notice to that effect to Client, and may pursue any other remedies which it may have at law or equity or under this Agreement.
ARTICLE 8 – General Provisions
- Advertising. SYN Interactive may use the Deliverables and Client’s names and marks, and refer to and identify the Client in certain advertising and publicity releases and promotional and marketing correspondence to others, unless Client provides written notice to SYN Interactive prohibiting such use. Client will not use SYN Interactive’s name or marks, or refer to or identify SYN Interactive in any advertising or publicity releases or promotional or marketing correspondence to others without SYN Interactive’s written approval.
- Counterparts. This Agreement may be executed in as many counterparts as may be necessary or by facsimile or by other electronic means producing a printed copy, each of which when so executed will be deemed to be an original, and such counterparts, facsimiles or other electronic copies will together constitute one and the same instrument.
- Amendments. No change or modification of this Agreement will be valid unless it is in writing and signed by each party to this Agreement.
- Relationship. Nothing in this Agreement will make or be construed to make SYN Interactive and Client partners or agents of each other or to create any other relationship by which the acts of any party may bind the others or result in any liability to the other.
- Assignment. Client may not assign this Agreement or any of its rights and obligations without the prior written consent of SYN Interactive.
- Force Majeure. Neither party will be responsible for delays or failures in performance resulting from causes beyond the reasonable control of such party and without the fault or negligence of the party claiming excusable delay or failure, provided that such party uses commercially reasonable efforts to correct such delay or failure. This Section will not apply to excuse a delay or failure to make any payment when due.
- Notices. All notices required under this Agreement will be in writing and sent to the e-mail addresses specified on the face hereof. Notices will be deemed to have been received when personally delivered, when received by facsimile transmission (with automatic answer back confirmation of receipt), or two calendar days after being sent by a generally recognized overnight courier service to the address set forth in this Agreement. Either party may change its address or e-mail address for the giving of notice by notifying the other party by written notice given in the manner set forth in this Section.
- Entire Agreement. This Agreement, including any servies hereto, constitutes the entire agreement between the parties concerning the subject matter hereof, and supersedes all written or oral prior agreements or understandings with respect thereto. There is no representation, warranty, collateral term or condition or collateral agreement affecting this Agreement, other than as expressed in writing in this Agreement and any services. Any purchase order or other instrument of Client accompanying either an services in SCHEDULE B or a Client payment is for Client’s internal use only and its terms will not alter or amend the terms of this Agreement.
- Applicable Law. This Agreement will be construed, interpreted and governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein excluding conflicts of law principles that would apply a different body of law.
- No Waiver. No failure to exercise and no delay in exercising, on the part of either party, any right, power or privilege hereunder will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege hereunder preclude further exercise of the same right or the exercise of any other right hereunder.
- Severability. If any provision of this Agreement is held invalid or otherwise unenforceable, the enforceability of the remaining provisions will not be impaired thereby and, in such an event, such provisions will be interpreted so as to best accomplish the intent of the parties within the limits of applicable law.
- Non-Solicitation. Client recognizes that the employees of SYN Interactive, and such employees’ loyalty and service to SYN Interactive, constitute a valuable asset of SYN Interactive. Accordingly, Client agrees not to make any offer of employment to, nor enter into a consulting relationship with, any person who was employed by SYN Interactive within two years of such person’s employment by SYN Interactive.
- Enurement. Subject to the restrictions on transfer contained in this Agreement, this Agreement will enure to the benefit of and be binding on the parties and their respective heirs, executors, administrators, successors and assigns.
- END OF GENERAL TERMS AND CONDITIONS
SCHEDULE B – DESCRIPTION OF WORK
Web Design Services
Our web design services include the following:
- A design template that reflects the work of client
- A Content Management System (WordPress) to update content without knowledge of web coding. The Content Management System will allow you to:
- Add/Delete/Edit text and images within the content pages (and blog posts)
- Add/Delete/Edit menus and submenus
- Add/Delete/Edit content pages
- Add/Delete/Edit images to your gallery page
- Set-up of up to 5 pages of content limited to:
- Home Page
- About Page
- Contact Page
- Gallery Page
- Services Page
- A contact form
- Social media sharing icons displayed on pages and posts (if desired)
- Search Engine Optimization (SEO) friendly pages
- Google Analytics Integration (free website statistics)
- Any work not described above will be quoted separately
- A deposit of 50% of the total price is required before start of the project which is to be paid by the client. Client may wish to pay the full amount upon the start of the project.
- The final payment of 50% of is to be paid by client upon delivery of the project.
- Project Delivery and Acceptance
- Project is delivered when all deliverables mentioned are completed.
- To bring clarity into this contract, we are going to define some SEO terms/jargons which we have used in the contract. Our goal is to develop a contract in plain English which is mutually understood by all the parties entering the contract and which minimizes erroneous beliefs.
However, we make no warranty/guarantee of accuracy and completeness of the SEO terms described below. Our definitions should not be considered as be all and end all of SEO terminology.
For the purposes of this agreement:
- “Deliverable “- It is a term used in project management to describe a tangible or intangible object produced as a result of the project that is intended to be delivered to a customer (either internal or external). A deliverable could be a report, a document, a server upgrade, or any other building block of an overall project [source: https://en.wikipedia.org/wiki/Deliverable]
- “SEO” –Search engine optimization (SEO) is the process of improving the volume or quality of traffic to a web site from search engines via “natural” or un-paid (“organic” or “algorithmic”) search results as opposed to search engine marketing (SEM) which deals with paid inclusion. [source: https://en.wikipedia.org/wiki/Search_engine_optimization]
- “Social Media Optimization” – It is set of methods which are used to generate publicity through social media.
- “Search Engines” – It is a computer program which is used to retrieve documents from a computer network. Three popular search engines are Google, Yahoo and Bing.
- “Client’s Competitor” – It is an individual or a company which is in the same exact niche as the client and is targeting same/identical keywords in same/near by geographic location(s).
- “Keyword” – Keyword or keyword phrase is a search term(s) which is used to retrieve information through search engines.
- “Keyword Research” – It is a practice used by search engine optimization professionals to find and research actual search terms people enter the search engines when conducting a search.
- “Keyword Stuffing” – It is an unethical search engine optimization (SEO) technique. Keyword stuffing occurs when a web page is loaded with keywords in the meta tags or in content. [source: https://en.wikipedia.org/wiki/Keyword_stuffing]
- “keywords cannibalization” – Several web pages targeting same keyword(s)
- “URL”- It is the address of the web page on the Internet.
- “URL Canonicalization” – It is the process of picking the best URL when there are several choices, and it usually refers to home pages. [source: https://www.mattcutts.com/blog/seo-advice-url-canonicalization/]
- “Link Building” – It is a Search Engine Optimization technique which is used to get backlinks (or votes) for a website.
- “Link Bait” –Link bait is any content or feature within a website that somehow baits viewers to place links to it from other websites. Matt Cutts defines link bait as anything “interesting enough to catch people’s attention. [source: https://en.wikipedia.org/wiki/Link_bait]
- “Website Usability”- It means how easy it is for visitors to use your website.
- “Website Accessibility”- It means how accessible your web pages are to your visitors and search engines.
- “User Engagement”- It refers to the degree to which a visitor has been positively influenced by the website and is engaged to it.
- “Conversions”- Also known as goals. They can be orders, leads, downloads, page views, sign ups, traffic etc.
- “Conversion Rate”- It is the percentage of visits which result in goal conversions.
- “KPI”- KPI or Key Performance Indicator is used to measure how well an organization or individual is accomplishing its goals and objectives.
- “Link popularity”- It is the measure of the quantity and quality of inbound links (back links) to your website.
- Website Audit Report It provides (but it not limited to):
- Review of the competitiveness of the client’s industry and the targeted keywords.
- Review of the current ranking potential of the client’s site and back link profile analysis.
- Review of issues related to website usability, website credibility, websites accessibility, user engagement, legal issues and suggestions regarding how to fix them.
- Recommendations for avoiding/fixing negative SEO issues (keyword stuffing, duplicate contents, URL canonicalization, hidden text, hidden links, sneaky redirects, keywords cannibalization etc)
- Recommendations regarding content development. What type of contents and contents categories can attract additional traffic and links and can help in improving conversions (goals).
- Suggestions regarding link building– From where and how you can acquire/request/buy links.
- Review of the client’s site traffic – how visitors find your website, where they come from and how they use it. How keywords and advertising campaigns are performing. How the site is performing in comparison to hundreds of other sites in the comparable industries.
- Competitive Analysis Report
- It provides vital information regarding competitors like who are your competitors, which keywords they are targeting, what are they doing to attract traffic and links. From where they have got their back links. We also determine the current ranking potential of your competitors in search engines and help in establishing KPIs.
- Keyword Research Report
- It provides list of keywords that can bring highest volume of relevant traffic to the website along with their search volume. It also provides suggestions regarding how keywords should be used on site to attract additional traffic.
- On-page optimization
- We modify the title tags, meta tags, contents, HTML code, naming conventions and other on-page factors of client’s website to make it relevant to search engines (Google, Yahoo and Bing) for targeted keywords. We do keywords positioning/placement to attract additional traffic to the site.
- Google Local Webpack
- We will add your business to Google Web Pack and improve it to match Google’s guide lines
- SEO Analysis
- We continuously monitor the effectiveness of our SEO campaign and send you traffic and rankings reports on regular basis.
- Payment Terms, Limitations on Refunds and Cancellation Fees
- Client agrees to pay SYN Interactive any and all fee(s) as billed in accordance with this Agreement. The fee(s) must be received prior to the start of any SEO Services.
- THE CLIENT FURTHER AGREES THAT, IN THE EVENT OF ANY TERMINATION OF THIS AGREEMENT BY CLIENT, NO REFUNDS SHALL BE GIVEN UNDER ANY CIRCUMSTANCES WHATSOEVER.
- Unless client agrees to a specific terms there are no cancelation fees if a notice of cancellation is emailed to email@example.com 30 days in advance
- Client Responsibilities
- For the purposes of providing these services, Client agrees:
- To provide SYN Interactive with FTP access to its web sites for uploading new pages, and making changes for the purpose of SEO Services optimization or approval to go through a third party.
- To provide SYN Interactive with Admin Access if there is a custom CMS such as WordPress
- To authorize SYN Interactive use of all Client’s logos, trademarks, Web site images, etc., for use in creating informational pages and any other uses as deemed necessary by SYN Interactive for search engine positioning and optimization.
- That if Client’s web site(s) is light in textual content, Client will provide additional relevant text content in electronic format for the purpose of creating additional web pages. Client agrees to provide content, for example 200 to 500 word “articles” about each of their keyword phrases.
- Content writining is not included in the SEO service and is available at an additional cost
- Search Engines
- Selected search engine submissions include:
- Client Acknowledgements
- Client understands, acknowledges and agrees that:
- SYN Interactive has no control over the policies of search engines or directories with respect to the type of sites and/or content that they accept now or in the future. Client’s web site(s) may be excluded from any search engine or directory at any time at the sole discretion of the search engine or directory entity. SYN Interactive will resubmit those pages that have been dropped from the index.
- Some search engines and directories may take as long as two (2) to four (4) months, and in some cases longer, after submission to list Client’s web site(s). Occasionally, search engines and directories will stop accepting submissions for an indefinite period of time. Occasionally, search engines and directories will drop listings for no apparent or predictable reason. Often, listings will “reappear” without any additional submissions. Should the listing not reappear, SYN Interactive will re-submit the web site(s) based on the current policies of the search engine or directory in question.
- Some search engines and directories offer expedited listing services for a fee. SYN Interactive encourages Client to take advantage of these expedited services. Client is responsible for all expedited service fees.
- Web Site Changes
- SYN Interactive is not responsible for changes made to Client’s web site(s) by other parties that adversely affect the search engine or directory rankings of Client’s web site(s).
- Additional Services
- Additional services not listed herein will be provided for a fee of $100.00 per hour. SYN Interactive is not responsible for developing new content or writing new copy for Client. Client will be charged an additional fee for writing content, based on the hourly rate of $100.00 per hour.
- Client shall indemnify and hold harmless SYN Interactive (and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees) from any and all claims, damages, liabilities, costs, and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) incurred by SYN Interactive as a result of any claim, judgment, or adjudication against SYN Interactive related to or arising from (a) any photographs, illustrations, graphics, audio clips, video clips, text, data or any other information, content, display, or material (whether written, graphic, sound, or otherwise) provided by Client to SYN Interactive (the “Client Content”), or (b) a claim that SYN Interactive’s use of the Client Content infringes the intellectual property rights of a third party. To qualify for such defense and payment, SYN Interactive must: (i) give Client prompt written notice of a claim; and (ii) allow Client to control, and fully cooperate with Client in, the defense and all related negotiations.
- Disclaimer of All Other Warranties
- SYN Interactive DOES NOT WARRANT THAT THE SEO SERVICES WILL MEET THE Client’S EXPECTATIONS OR REQUIREMENTS. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE IS WITH Client. EXCEPT AS OTHERWISE SPECIFIED IN THIS AGREEMENT, SYN Interactive PROVIDES ITS SERVICES “AS IS” AND WITHOUT WARRANTY OF ANY KIND. THE PARTIES AGREE THAT (A) THE LIMITED WARRANTIES SET FORTH IN THIS SECTION ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED BY EACH PARTY, AND (B) EACH PARTY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, RELATING TO THIS AGREEMENT, PERFORMANCE OR INABILITY TO PERFORM UNDER THIS AGREEMENT, THE CONTENT, AND EACH PARTY’S COMPUTING AND DISTRIBUTION SYSTEM. IF ANY PROVISION OF THIS AGREEMENT SHALL BE UNLAWFUL, VOID, OR FOR ANY REASON UNENFORCEABLE, THEN THAT PROVISION SHALL BE DEEMED SEVERABLE FROM THIS AGREEMENT AND SHALL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF ANY REMAINING PROVISIONS.
- Limited Liability
- IN NO EVENT SHALL SYN Interactive BE LIABLE TO Client FOR ANY INDIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE, LOST PROFITS, WHETHER OR NOT FORESEEABLE OR ALLEGED TO BE BASED ON BREACH OF WARRANTY, CONTRACT, NEGLIGENCE OR STRICT LIABILITY, ARISING UNDER THIS AGREEMENT, LOSS OF DATA, OR ANY PERFORMANCE UNDER THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. THERE SHALL BE NO REFUNDS. SYN Interactive MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY THIRD PARTY PRODUCTS, THIRD PARTY CONTENT OR ANY SOFTWARE, EQUIPMENT, OR HARDWARE OBTAINED FROM THIRD PARTIES.
- Read and Understood
- Each Party acknowledges that it has read and understands this Agreement and agrees to be bound by its terms and conditions.
Web Maintenance Services
- What is included:
- Edit, revise, update or create new textual/minor graphical content.
- Consultation, and guidance on the use of the web site.
- Onpage SEO such as Meta tags (title, description, keywords), alt tag, h1, h2, h3.
- We’re here should you need us for consultation and advice.
- Monitoring your website functionality to ensure that everything is working as it should and upgrade where necessary. Some plugins may become outdated and no longer work with the newest version of your website software. Plugins may need upgrading to accommodate the newer version, or become obsolete with the improvements in the website software.
- Downtime is highly inconvenient for any website owner and when it happens it is important to have someone on hand to help. We can assist you by liaising with the hosting company to sort out the situation as quickly as possible.
- What is NOT included:
- Web site redesign, re-alignment or re-development equalling more than 50% change to web page, web site, web graphics on the website (i.e. 4 graphics on website, and you want 3 changed, there is a charge for anything above 2, meaning 50%)
- CMS design or integration including but not limited to blogs, shopping carts and web forums. These require a separate design agreement.
- Regular monitoring and updating to ensure impeccable performance across all major browsers due to the fact that not all browsers render sites in the same way.
- Regular and thorough backups of your site so that it may be fully restored in case of loss.
- Protection against hackers.
- Deadlines & Deliverables:
- SYN Interactive will respond to all maintenance requests from Client between 24 to 72 hours, via email or phone, with a confirmation that the request was received, and an estimated completion date for each action item in the request. Maintenance requests received after 6:00 PM on a Friday may not be completed until the next 24 to 72 hours of the coming business day unless prior arrangements have been made.
- Additional Services:
- Any revisions, additions or redesign Client requests Company/Developer to perform that is not specified in this document shall be considered “additional” and will require separate agreement and payment.SYN Interactive shall advise Client on any requested work that falls within these bounds.
- Client hereby authorises SYN Interactive to access their web hosting account, providing active user name / password combinations for access to the server via FTP, assuring that ‘write permissions’ are in place on said hosting provider along with proper credentials ot the Admin area of their website if there is a CMS in place.
Web Hosting Services
- The terms and conditions described herein govern your purchase and use in any manner of all products and services ordered by the Client and provided by SYN GROUP SOLUTIONS INS. here after refered to as “SYN Interactive”
- By purchasing and using the services you agree to all of the terms and conditions outlined here.
- SYN Interactive reserves the right to modify any of the terms and conditions contained within this agreement at anytime and for any reason. SYN Interactive can make modifications to the terms and conditions without notice to the Client. The continued use of the service implies you agree with the changes and agree to be bound by them.
- Payment Terms:
- Client agrees to pay for service using credit card and any future renewals will be billed to the same card unless otherwise canceled. Payment will be billed monthly or annually depending on the package selected and agreed upon. Payment will be made for the selected term.
- Term and Termination:
- This Agreement is effective from the date services are purchased and will continue until terminated by either party. Client has the right to terminate services at anytime. SYN Interactive has the right to terminate services within 5 days of providing a written notice for any reason but also inluding failure to pay or breach of the terms and conditions.
- Upon termination for any reason, all data stored on the Client account will be deleted and cannot be restored.
- Website Transfer:
- In some circumstances, SYN Interactive can transfer your website from your old host. You may be eligible to receive a free transfer within thirty (30) days of account activation depending on the type and size of your website. Outside of the initial thirty (30) day timeframe, please contact SYN Interactive to receive a quote to transfer your website. SYN Interactive is not responsible for any loss of data during the transfer. It is your responsibility to maintain a current backup of your website including content and data at all times.
- Website Content:
- You are permitted to upload, store, publish, display and distribute text, images and videos through our services. This includes any content added by you or users of your website. You agree that in use of our services you hold the right to post the content on your website.
- The client holds full rights to all content and no rights are held by SYN Interactive.
- Account Eligibility:
- By purchasing services you agree you are eighteen (18) years of age or older as the services provided are solely intended for users eighteen years of age or older. Any registration or use of
the account by anyone under the age of eighteen (18) is in violation of this agreement.
- If the provided service is used by another party on behalf of the client, as the other party you agree to be bound to this Agreement and to use the service responsibility as intended by the Client.
- Account Information:
- We will reach out to you in the even their is a problem or issue with your account that requires your attention. It is your responsibility to keep your contact information up-to-date. SYN Interactive cannot be held responsible for your inaccurate or out-of-date information.
- Account Usage:
- You are responsible for any and all use on your account. It is your responsibility to keep your account confidential.
- In the event of non-payment, the Client is not permitted to use the website in any manner.
- Accounts cannot be used to host websites not owned by the Client. The Client does not have the right to resell any portion of the account.
- Client Support:
- SYN Interactive provides support through the email helpdesk at firstname.lastname@example.org and by phone. You can expect a response within 24 hours and you should expect a response during standard business hours. Phone support is only available on our premium packages and is available for an additional fee on basic packages.
- SYN Interactive will exercise no control whatsoever over the content of the information passing through the network, email or web site. Client agrees to only store information on their account in agreement with the terms and conditions. SYN Interactive does not monitor the data on any website and the Client is solely responsible for any sensitive information displayed or submitted on the website.
- SYN Interactive has the right to remove any portion of a website to take corrective action at the sole discretion of SYN Interactive. SYN Interactive also has the right to suspend or terminate services without a refund in the Client is found to be in violation of the terms and conditions. SYN Interactive does not hold any liability for any corrective action that was required to be taken.
- SYN Interactive has the right to refuse any subject matter it deems inappropriate.
- SYN Interactive makes no warranties or representations of any kind for the service provided. SYN Interactive is not responsible for any loss or damages that may be suffered by Client from delays or errors of the Client. It is the Client’s responsibility to maintain a regular back-up of any data stored in the Client’s account including website, database, files and any other data.
- SYN Interactive does provide back-up services at an additional fee to assist the Client with back-up of data if desired.
- SYN Interactive works hard to maintain all equipment associated with the service so it performs optimally, however, as with all technology on occassion there may be disruptions of service. In the event of service failure, SYN Interactive is limited to damages of the pro-rata monthly charge during the time of service interruption.
- Permissions and Releases:
- The Client agrees to indemnify and hold harmless the Service SYN Interactive against any and all claims, costs, and expenses, including attorney’s fees, due to materials included in the Work at the request of the Client for which no copyright permission or previous release was requested or uses which exceed the uses allowed pursuant to a permission or release.
- Transfer of Agreement:
- Client may not assign or transfer this Agreement. In the event that Client assumes a new owner due to sale of SYN Interactive or any other reason, the Client shall notify SYN Interactive in writing at least 30 days prior to the effective date.
- Third Party Products and Services:
- SYN Interactive may provide referrals to third party products and services. It is the Client’s responsibility to confirm the terms and conditions of the third party products and services as SYN Interactive is not an agent or representative of any kind of any third party. SYN Interactive is also not responsible for any content displayed on on third party websites.
- Both Client and SYN Interactive agree to defend each party against any third-party claim or suit alleging and breach in accordance with these terms and conditions. Customer shall indemnify for all losses, damages and liabilites including all reasonable expenses incurred by the SYN Interactive as a result of the claim. SYN Interactive shall also indemnify the Client for for all losses, damages and liabilites including all reasonable expenses incurred by the Client as a result of the claim.
- Applicable Law:
- This Agreement will be construed, interpreted and governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein excluding conflicts of law principles that would apply a different body of law.
- Limitation of Liability:
- The liability of SYN Interactive shall not exceed the amount paid by the customer during the 3 months prior to the date of the claim. The Company is not liable for any loss of use, data or interruption in business or service whether the cause was direct or indirect.
- By agreeing to this document and this section you are also agreeing to our Web Hosting Terms & Services
I hereby give authorize SYN Interactive and their related groups, organizations and individuals to use photographs and video [hereafter referred to as “media”] taken or created by participants, the media, staff and/or volunteers during the workshop.
I hereby consent to the use of these media of myself, and/or any copies of these works in any editorial and/or promotional material produced and/or published by SYN Interactive and other related groups, organizations, and individuals.
I agree that these media will be the exclusive property of SYN Interactive and that all reproduction rights are handed over to SYN Interactive to use the media in any medium in perpetuity. I understand that these media may be posted publicly online.
I understand that signing this release does not guarantee publication of the media.
I understand that there will be no compensation or remuneration for the use of the media.