Terms of Service
PLEASE READ THE FOLLOWING TERMS OF SERVICE CAREFULLY BEFORE USING THE
SITE OR SIGNING UP FOR ANY SERVICE THAT VYBE NETWORKS INC. OFFERS.
Vybe Networks Inc., its affiliates and their successors and assigns
(collectively referred to as "Vybe") makes available the web hosting
and related services described in Vybe's published service descriptions
subject to these Terms of Service (the "TOS").
For the purposes of the TOS, the word "you" means the individual
requesting one or more services provided by Vybe, and, if applicable,
includes any other legal entity on behalf of which an individual makes
such a request. Additionally, you agree not to make such a request on
behalf of any other legal entity unless you have the authority to bind
that legal entity to the TOS.
ACCEPTANCE OF TERMS
You represent and warrant to Vybe that you have the
capacity to enter into a legal agreement in the province, state,
territory or country in which you reside. If you do not have the
capacity to enter into a legal agreement in the province, state,
territory or country in which you reside, do not request services
from Vybe unless your parent or guardian enters into the TOS
on your behalf.
- You represent and warrant to Vybe that your use of any service that
it provides will not violate any applicable law or regulation in the
province, state, territory or country in which you reside. If you are
unable or unwilling to do so, do not request services from Vybe.
The services that you request from Vybe by means of the
online order form on the Site or otherwise in writing and which Vybe
agrees to provide subject to these TOS are the "Services".
You represent and warrant that any information
you provide about yourself is true, and you will maintain and promptly
update such information to keep it true and current.
of your personal information as described therein.
Vybe reserves the right to communicate with you
regarding the Services and your use of the Site. You consent to Vybe's
use of any contact information that you provide to Vybe in doing so.
If you are given a username and/or a password for the
purpose of accessing certain features of the Services or certain features
of the Site, you are responsible for all activities conducted under that
username or password, and you will take all necessary steps to ensure
that no one other than you uses that username or password and that
password is kept confidential. If you have any reason to believe that
any password assigned to you has become known to or been used by any
other person, you will inform Vybe immediately.
Vybe may, at any time, change any username or password assigned by
Vybe to you, and Vybe will notify you when it does so.
Client shall maintain, at its sole cost, insurance against such risks
and in such amounts that could reasonably be expected by persons
acting prudently and engaged in similar activities as Client.
DESCRIPTION OF SERVICES
For each package of web hosting and related services
that Vybe makes available to its customers, Vybe has prepared and
published a specification (each a "Service Description"). The Service
Descriptions are available on www.VybeNetworks.com (the "Site").
Changes to Services
Vybe may modify its services and the corresponding Service
Descriptions from time to time. When Vybe changes any Service,
Vybe will: (i) post the updated version of the Service Description
on the Site together with the date on which it was revised; and
(ii) on the home page for the Site for at least 30 days following
any change to the Service Description, post a notice that the
Service Description have been updated. Vybe may also send any
email notice of the change to its affected customers.
Any Service identified as a "Hosting Services" in its Service
Description is a Hosting Service.
Vybe shall: (i) maintain and operate the hardware used to host
your website(s) (including monitoring the servers used on 24/7
basis); and (ii) use commercially reasonable efforts to maintain
reasonable temperature and humidity levels, fire suppression
controls, power conditioning equipment and uninterruptible power
supplies for the proper ongoing operation of Vybe's hosting hardware.
Vybe shall provide disk space for your website(s).
Vybe shall provide an Internet connection linking your hosted
website(s) to the Internet.
You will be given remote access to upload files for your hosted
website(s) provided that you do so in a manner consistent with the TOS.
When Vybe hosts a website on your behalf, Vybe will route one or
more domain names to that website. The exact number of domain names
that Vybe will route on your behalf will depend on the Hosting
Service to which you subscribe. Check the applicable Service
Description for more information.
You acknowledge that unless you subscribe to a Hosting Service that
expressly includes the independent backup of Your Content (as
defined below) as a service, Vybe's back-up activities are
primarily for Vybe's own disaster recovery purposes, and that
YOU ARE RESPONSIBLE FOR THE STORAGE, BACK-UP AND ARCHIVING OF YOUR
CONTENT. Also note, Hosting Services include access to one or more
tools via your Control Panel that allow you to back-up Your Content.
Please use these tools and back-up Your Content frequently.
When reasonably possible, any maintenance of the hardware used
to host your website(s) will be conducted during our "Maintenance
Windows" between 12:00 a.m. and 3:00 a.m. (local time in Toronto,
Ontario). When choosing a Maintenance Window to use, Vybe takes
into account where the customers who may be affected by the
maintenance activities are located (based on the addresses given
to Vybe by the customers) and what would be the early hours of
the morning for most of them.
A Hosting Service is "Available" if the: (a) the hardware being
used to provide it is operating; and (b) the Internet connection
provided as part of the Hosting Service is operational.
Vybe will use reasonable efforts to ensure that the
Hosting Services will be Available other than for "Scheduled
Maintenance" at least 99.9% of the time, measured monthly. Any
maintenance or other work performed on Vybe's technology
infrastructure that takes place during the Maintenance Window or
with at least 48 hours' prior notice posted to the Site is
You acknowledge that it is important to coordinate
your maintenance activities with those of Vybe, and you will not
conduct any maintenance activities on Your Content during any
Maintenance Window without first obtaining written confirmation that
Vybe will not be performing any maintenance activities during that
Domain Names Registration Services.
Assistance with Registering Only
Vybe may assist you to register one or more top-level or
second-level domain names (the "Domain Name Registration Service").
For each such domain name registered Vybe's involvement ends with
the registration. You will be the registrant, administrative
contact and technical contact, and you agree to be bound by all
applicable terms and conditions published by the
applicable registrar. Please note: you are also bound by
ICANN's rights and responsibilities.
Maintenance of Domain Names
You are responsible for the ongoing maintenance, control and use of
any domain name registered in your name and for any fees or taxes
associated with its maintenance. To maintain your domain name
registration you will need to interact directly with the applicable
registrar. FOR GREATER CLARITY, YOU ARE RESPONSIBLE FOR: (i)
RENEWING THE REGISTRATION AND ENSURING THAT IT DOES NOT LAPSE; AND
(ii) ADDRESSING ANY ISSUES RELATING TO YOUR DOMAIN NAME. VYBE IS
NOT RESPONSIBLE FOR DOING SO.
Please note that: (i) Vybe is not able to guarantee that a proposed
domain name is available for registration or that a registrar will
register it; (ii) Vybe will not assist with the registration on your
behalf of a proposed domain name in any top-level or second-level
domain unless expressly directed by you to do so; and (iii) Vybe may
but is not obligated to inform you of any proposed or new top-level
or second-level domains.
Privacy Registration Service
Some registrars allow domain names to be registered without publishing
the registrant's name and contact information others do not. If you
wish to take advantage of any such privacy service for a domain name
and you are using the Domain Name Registration Service to register
the domain name, you are responsible for informing Vybe in writing
prior to the registration of the domain name that you wish to take
advantage of the registrar's privacy service. You acknowledge that
the privacy service is provided by the applicable registrar, not Vybe.
Assistance with registering domain names and securing
related privacy services is provided "as is" and without any
warranties, representations or conditions whatsoever.
Domain Redemption Fee
If your domain was registered with Vybe
and has expired, but you wish to recover the domain, Vybe may be
able to recover the domain if it is still within the redemption
period. To recover a domain name that has expired but which is
still within the redemption period, Vybe must pay a redemption fee,
which in turn will be passed on to you the customer. Please note
that this domain redemption fee does not include the registration
price of the domain that will still need to be paid to register
the domain for the next year. If the domain name is not renewed
or acquired during the redemption period, it will be made available
again to the general public after the redemption period completes.
Only domains that have been registered with Vybe can be re-registered
after expiration of the domain. If the domain that has expired was
registered at another company, you will need to contact that registrar
to recover the domain from the redemption period.
Voice over Internet Protocol
Any Service identified as a "VoIP" in its Service Description
is a VoIP Service.
Vybe shall: (i) maintain and operate the
hardware used to host your VoIP connectivity (including monitoring
the servers used on 24/7 basis); and (ii) use commercially reasonable
efforts to maintain reasonable temperature and humidity levels, fire
suppression controls, power conditioning uninterruptible power supplies
for the proper ongoing operation of Vybe's VoIP hardware.
Refers to the provision of ADSL or Dial-Up internet access services.
Vybe shall: (i) maintain and operate the hardware used to provide
your Connectivity (including monitoring the servers used on 24/7
basis); and (ii) use commercially reasonable efforts to maintain
reasonable temperature and humidity levels, fire suppression
controls, power conditioning equipment and uninterruptible power
supplies for the proper ongoing operation of Vybe's VoIP hardware.
- Refers to Search Engine Optimization, Web Site Design, Mailing
List development, directory listing or related services.
- Vybe Networks undertakes to ensure that it can deliver on the
required services and that it engages employees or sub-contractors who
have the proven skills in order to deliver to agreed upon service.
If you have received written permission from Vybe to
resell all or part of the Services that you are receiving pursuant
to this Agreement, you are responsible for providing support to your
clients. If Vybe is contacted directly by any such client, Vybe may
suspend all or part of the Services that it is providing to you. If
Vybe does so, Vybe will give you notice of the suspension and the
reason for the suspension. Once you have satisfied Vybe that you have
taken reasonable steps to inform your clients that they are to contact
you for support and to ensure that you are providing that support,
Vybe will lift the suspension. There is no abatement of Fees during
any such suspension. Furthermore, any acts and omissions of your
clients that would be breaches of this Agreement had they been your
responsibility and will be treated as if they are your acts and omissions.
Any additional services related to the
Hosting Services or Domain Name Registration Services that are
requested by you and that Vybe in its sole discretion pal Services")
are deemed to be Services provided pursuant to these TOS, and they
will be provided at Vybe's then current rates.
Vybe maintains a list of frequently asked questions relating to
the Hosting Services on its website located at
Vybe will provide technical support relating
to the Hosting Services via its help desk. The help desk aims to
provide technical support 24/7/365. The help desk can be reached by:
(i) telephone; or (ii) email. The email address and the telephone
number that you should use are set out on the Web Site.
Vybe will use commercially reasonable efforts to resolve each
problem reported to Vybe's help desk and verifiable as being a
problem or deficiency with the Hosting Services.
When you report a problem to Vybe's help desk, you
will provide: (i) any assistance reasonably necessary to allow Vybe
to verify and resolve that problem; and (ii) all information that
you are reasonably able to provide with respect to any problem.
Billing and account support is available via the web-based tool
that Vybe provides to you to manage your account. The tool is
available through the control panel. Please check Vybe's web
site for the hours that apply to your jurisdiction.
No intellectual property rights are transferred by Vybe to you by
"Your Content" means all materials, information,
data or code that you upload, store, transmit, receive or process
in connection with the Services. You hereby grant to Vybe and its
directors, officers, employeents or subcontractors the right to use,
reproduce, transmit and delete (as applicable) Your Content in such
manner as may be necessary to enable Vybe to perform the Services
and otherwise exercise any right or perform any obligations under
Monitoring Your Content
Although Vybe is not obligated to monitor content and assumes no
responsibility for Your Content or the content of its other customers,
Vybe reserves the right, subject to all applicable laws, to investigate
Your Content and may block access to, refuse to host, or remove any
information or material that it deems to be in breach of these terms.
Unacceptable use refers to any unlawful, illegal or inappropriate use
as set out in this section. You may not use the Services or Vybe's
technology infrastructure in any manner that constitutes an
unacceptable use. Unlawful of illegal use is the creation,
collection, transmission, storage or exchange of any material in
violation of any applicable law or regulation. Inappropriate use
includes any use or behaviour that may: (i) jeopardize Vybe's products,
services, technology infrastructure or ability to operate; or (ii)
expose Vybe to civil liability. Unlawful, illegal or inappropriate
use includes use of the Services to:
- possess, store, view, download, transmit, distribute (by any
peer-to-peer service or otherwise) or traffic any materials that:
- include child pornography;
- infringe any person's copyright or other intellectual property
right (including unlicensed or improperly licensed applications,
music, games or other materials);
- wilfully promote hatred against or defame any identifiable
individual, group or other organization;
- can be used for attacking computer systems and networks and
defacing websites (including scripts, executables or other tools).
- include any form of malware
- make threats to a person's safety or property;
- defame other persons with the services that Vybe provides to its
- interfere with, disrupt or damage the servers used by Vybe to
provide such services, those of Vybe's suppliers or those of Vybe's
- impersonate or falsely state or otherwise misrepresent your
identity or affiliation with any person or entity;
- wilfully bypass or subvert the physical, logical or procedural
safeguards such as firewalls, web-filtering software or other access
controls used by anyone to gain unauthorized access to anyone's
technology infrastructure or distributing computer programs designed to
assist in doing so;
- any act in violation of any applicable local, provincial, state,
national or international law or regulation including any laws
- the export of data or software;
- the protection of human rights;
- the promotion of hatred;
- criminal offences;
- the protection of intellectual property; or
- including the sending of commercial electronic messages
without consent from the recipients.
- Unacceptable uses of the Services or Vybe's technology
infrastructure may also include but are not limited to: mailing,
unsolicited emailings, newsgroup spamming, hardcore pornography
(including but not limited to the use of animals in such pornography)
or links to such sites, copyrighted MP3, illegal content, copyright
infringement, trademark software serial numbers, and running of any
scripts, executables, or other programs or processes that can in any
way adversely affect the performance of Vybe's technology
infrastructure. Vybe will be the sole and final arbiter as to what
constitutes a vioation of this policy.
- In determining whether any content is unlawful or illegal Vybe, at
its sole discretion, may require that a complainant provide a legal
court order before taking action against our clients' sites.
You may not use the Services or Vybe's technology infrastructure in
any manner that interferes with or disrupts Vybe's other customers.
When any of the following events occurs in relation to any hosted
web site, it is a disruptive use, a breach of these TOS and Vybe may
exercise its rights under this section including to suspending Services:
- generating a daily, weekly or monthly volume of network traffic
that is excessive in relation to amount of network traffic
typically generated by Vybe's other clients who have purchased
similar hosting services;
- generating spikes in network traffic usage that are out of
proportion (in volume or frequency) to by Vybe's other clients
who have purchased similar hosting services;
- on a daily, weekly or monthly basis, consuming CPU or other
processing resources in a manner that is excessive in relation to the
amount of network traffic typically generated by Vybe's other clients
who have purchased similar hosting services;
- even if they do not come within (i), (ii) or (iii) above, running
peer-to-peer applications, peer-to-peer file sharing, proxy servers,
bit torrent, online gaming servers, proxy server network, interactive
relay chat (IRC, interactive chat applications, membership or
community sites, file sharing, video sharing, photo sharing or other
resource intensive services or applications.
- using disk space to store materials unrelated to or unnecessary for
the operation of the web site for which the Hosting Services were
purchased (for example, using disk space for data warehousing, email
storage, backups of emails accounts, backups of all or part of any
computing, telecommunications or mobile device or other forms of mass
data storage); or
- the sending of any commercial electronic messages promoting the web
site or otherwise directing attention to the web site to any recipient
without the recipient's consent
- No "Spam": UCE/UBE or "spam" originating from a server located on
our network or associated with a Vybe server is not tolerated. This
includes any email that promotes websites hosted on a server located
on the Vybe network, but which is sent from an email address not
associated with a Vybe account.
- Music, Image and Video Files. Responding to and addressing
copyright complaints is a time consuming process. From time to time
Vybe scans its servers looking for MP3, MP4 and other file formats
commonly used for music, images or video. If such files are detected
amongst Your Content, Vybe may ask you to demonstrate that they are:
(i) owned or properly licensed by you; and (ii) if licensed, not
being used in a manner that is inconsistent with that license. If
you fail to do so for any file or, in the alternative, remove the
file from Vybe's servers, it is a breach of this section and Vybe
may exercise its rights under these TOS.
- Reporting. If you become aware that any person has committed, is
likely to have committed or is likely to commit any act described in
this section, you will promptly report it to the help desk from which
you receive technical support.
- Investigation. Vybe reserves the right to investigate suspected
breachs of this section. You agree to cooperate with Vybe when asked
to assist in any such investigation.
- Breaches. If you breach this section, it is probable (in Vybe's
sole discretion) that you have breached or it is likely that you will
breach this section (also in Vybe's s sole discretion), Vybe in its
sole discretion may suspend or revoke your access to the Services or
Vybe's technology infrastructure. Breaches of this section may also
result in you incurring criminal prosecution or civil liability.
- Others Breaches. Vybe assumes no liability for enng the prng or
not enforciing the provisions in its other service agreements relating
to acceptable use.
Vybe may assign one or more Internet Protocol addresses to you
for use with the Services. You acknowledge that you have no right,
title or interest in or to any IP addresses assigned to you by Vybe
or its representatives in connection any Services. Vybe or its
suppliers may change any such address at any time, but Vybe will
use reasonable efforts to give you notice of any change if the
affected IP address is a fixed IP address.
The fixed fees and/or rates applicable to any Service are
set out in the online order form for the Service (the "Fees"). They
may include one-time fees (these are typically for setting up the
service) and recurring fees. PLEASE NOTE THAT THE ONLINE ORDER FORM
MAY ALSO SET OUT A RATE INCREASE THAT WILL BECOME EFFECTIVE UPON
THE EXPIRATION OF A PROMOTIONAL RATE. SUCH AN INCREASE WILL HAPPEN
WITHOUT FURTHER NOTICE TO YOU. Otherwise, Vybe will give you at
least 30 days prior written notice of any increase to the Fees.
From time to time, Vybe may offer its services
to new or existing clients at discounted or promotional rates.
You acknowledge that any such promotion is only applicable to one
of your Services if the promotion or discount is clearly set out
as applicable on the online order form used that you used to order
Unless expressly set out otherwise in an applicable
Service Description, you will reimburse Vybe for all registrar's fees
or other related expenses incurred by Vybe in relation to any
You will pay any present or future sales, goods and
services, excise, value-added, or other similar taxes including any
related interest or penalties (imposed at any time by any
governmental authority) arising from or related to any Services
other than taxes based on Vybe's net income.
Payment of Fees
Vybe accepts payment by credit card (Visa,
MasterCard or American Express) and by PayPal.
Payment for Hosting Services is in advance. When you
order a Hosting Service, you are required to pay the full amount of
Fees for the initial term and applicable taxes. When a Hosting Service
renews, you are required to pay the full amount of Fees for the
renewal term and applicable taxes. A Hosting Service renews when
it has not been terminated by you prior to the last date of the
initial term or any renewal term for which you have paid.
Fees for Additional Services, applicable
taxes and reimbursable expenses are due at the end of the month
in which they are incurred.
When Vybe is entitled in accordance with
this Agreement to any Fees, applicable taxes or expenses, such
amounts will be automatically charged to the credit card or PayPal
account that Vybe has on file for you and you authorize Vybe to
do this. Vybe will send an invoice for these amounts to the email
address that it has on file for you before doing so.
Please note that should any amount that you pay
by credit card or PayPal be charged back to Vybe, you will incur
an additional Fee of $25.00. The payment will not have been
received by the due date, and:
- Vybe may restrict, suspend or terminate the affected Services; and
- the overdue payment shall bear interest at the rate of one
percent (1.5%) per month (an effective annual rate of 18%) or
the maximum rate permitted by law, whichever is less. Further,
Vybe shall be entitled to recover its collection costs, including
legal fees and expenses.
30 Day Guarantee of Hosting Services
- If at any time during the 30 day period beginning on the date
that you purchase Hosting Services for the first of your websites
to be hosted by Vybe you are not satisfied with the Hosting Services
that you are receiving, you may terminate this Agreement by using
the web-based tool that Vybe provides to you to manage your account
to terminate the Hosting Service. If you do so, you will receive
a refund. THE REFUND WILL BE CALCULATED BY SUBTRACTING THE FOLLOWING
AMOUNTS FROM ANY FEES PAID BY YOU FOR THE HOSTING SERVICES PURCHASED
IN RELATION TO YOUR FIRST WEBSITE TO BE HOSTED BY VYBE:
- ALL ONE-TIME FEES SET OUT ON THE ONLINE ORDER FORM
THAT YOU COMPLETED;
- ALL FEES RELATED TO THIRD-PARTY SERVICES EITHER IDENTIFIED
AS SUCH OR OPTIONALLY ADDED TO YOUR ORDER WHILE IN THE ONLINE
ORDER FORM. THIS INCLUDES BUT IS NOT LIMITED TO PRODUCTS AND
SERVICES SUCH AS, GOOGLE APPS, AND SSL CERTIFICATES;
- ALL FEES AND RELATED DISBURSEMENTS FOR DOMAIN NAME
REGISTRATION SERVICES (INCLUDING FEES FOR RELATED PRIVACY
- ANY ADDITIONAL FEES THAT APPLY TO THE TRANSFER OF ANY
RELATED DOMAIN NAME.
This Agreement shall be effective as of the date on which
you order your first Service and shall continue until terminated in
accordance with the terms and conditions set out in the remainder
of this section 10 (the "Term").
SUSPENSION AND TERMINATION
If you breach any of these TOS, Vybe may, in its sole
discretion, restrict or suspend the Services, without prior notice to
you and without an opportunity to cure the breach. If you are given
an opportunity to and you cure the breach or you demonstrate to Vybe
satisfaction that you have taken steps to prevent future breaches of
the TOS, Vybe will lift the restriction or suspension. Vybe will give
you notice of any suspension or restriction. Whether or not a
restriction affects your access to Your Content is in Vybe's sole
discretion. PLEASE NOTE THAT FEES WILL BE CHARGED DURING THE PERIOD
OF ANY SUSPENSION OR RESTRICTION OF SERVICES.
You may terminate any Service at any time by using
the web-based tool that Vybe provides to you to manage your
account to terminate the Service. PLEASE NOTE: any amounts paid
in advance for Services will not be refunded.
Vybe may terminate any Service by giving you at least
30 days written notice of the termination date. Vybe may terminate
this Agreement immediately and without prior notice to you
if you breach any section of these TOS and do not cure that breach
within 15 days.
Survival. Those sections of this Agreement which by their nature
should survive the termination or expiration of this Agreement will
remain in full force and effect following the expiration or
termination of this Agreement.
Services purchased for a set period (for example,
three years) will be automatically renewed upon the expiry of that
period unless you give Vybe written notice of your intention to
terminate them at least 30 days prior to the expiry of that period.
They will be renewed at Vybe's then current rates for such Services.
WARRANTIES AND DISCLAIMERS
THE INTERNET IS A COMPLEX NETWORK OF EQUIPMENT, SERVICES, AND
PROVIDERS OF INFORMATION, THUS THE SERVICE MAY NOT BE AVAILABLE
TO YOU AT ALL TIMES. YOU ACKNOWLEDGE THAT THE HOSTING SERVICES
AND OTHER SERVICES MAY NOT ALWAYS BE AVAILABLE, AND WITH THE
EXCEPTION OF ANY EXPRESS WARRANTIES CONTAINED IN THIS AGREEMENT,
VYBE EXPRESSLY DISCLAIMS ANY OTHER REPRESENTATIONS, WARRANTIES,
OR CONDITIONS WITH RESPECT TO THE HOSTING SERVICES OR OTHERWISE
ARISING FROM THIS AGREEMENT WHETHER EXPRESS OR IMPLIED, PAST OR
PRESENT, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION,
ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE AND ANY WARRANTY THAT THE HOSTING SERVICES
WILL BE UNINTERRUPTED OR ERROR FREE.
LIMITATIONS OF LIABILITY
IN NO EVENT SHALL THE TOTAL CUMULATIVE LIABILITY OF
VYBE (INCLUDING ITS REPRESENTATIVES AND SUPPLIERS) TO CLIENT FOR
ANY CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, EXCEED
THE AMOUNT PAID BY CLIENT DURING THE 12 MONTH PERIOD PRECEDING
THE DATE ON WHICH CLIENT MAKES ITS FIRST CLAIM FOR DAMAGES.
Vybe (INCLUDING ITS REPRESENTATRIVES
AND SUPPLIERS) SHALL NOT BE LIABLE TO CLIENT OR ITS END USERS
IN ANY WAY WHATSOEVER, FOR ANY INDIRECT, PUNITIVE, INCIDENTAL,
SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO,
LOSS OF DATA, REVENUE OR PROFIT RESULTING FROM OR ARISING IN
CONNECTION WITH THIS AGREEMENT OR THE PROVISION OR USE OF THE
HOSTING SERVICES. THIS LIMITATION SHALL APPLY WHETHER OR NOT
SUCH DAMAGES ARE FORESEEABLE, OR WHETHER VYBE HAS BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES.
Some jurisdictions do not allow the exclusion of incidental,
special or consequential damages. If any jurisdiction having
applicability to the TOS does not permit any such exclusion or
limitation, Vybe's total liability to you in connection with any
incidental, special or consequential damages will be limited by
the section regarding Indirect Damages.
Allocation of Risk
Client and Vybe understand and agree that,
to the extent permitted by applicable law, the foregoing exclusions
and limitations of liability represent the parties' agreement as to
allocation of risk between them in connection with their respective
obligations under this Agreement. The fees payable to Vybe reflect,
and are set in reliance upon, this allocation of risk and the
exclusions and limitations of liability set forth in this Agreement.
You agree to indemnify and hold Vybe and its affiliates,
directors, officers, employees, and agents harmless from and
against any liabilities, losses, damages or costs, including
reasonable attorneys' fees, incurred in connection with or
arising from any third-party allegations, claims, actions,
disputes, or demands asserted against any of them as a result
of or relating to Your Content, your use of the Services or any
wilful misconduct on your part.
These TOS and all documents incorporated herein
by reference constitute the complete agreement between the parties
with respect to the subject matter hereof and supersedes and
replaces all prior or contemporaneous discussions, negotiations,
understandings and agreements, written or oral, regarding such
Should any provision of this Agreement be held
to be invalid or unenforceable by a court oif ompetent jurisdiction,
that provision will be enforced to the extent permissible, and all
other provisions will remain in effect and are enforceable by
No waiver of any part of this Agreement will be deemed
to be a waiver of any other provision. No term of this Agreement
will be deemed to be waived by reason of any previous failure to
enforce it. No term of this Agreement may be waived except in a
writing signed by the party waiving enforcement.
The headings used in the Terms are for
convenience of reference only. No provision of the Terms will
be interpreted against any party merely because that party or
its legal representative drafted the provision. All remedies
are cumulative. Throughout the TOS, the term "including" or the
phrases "e.g.," or "for example" have been used to mean "including,".
You may not assign the agreement represented by these TOS,
either in whole or in part, without the prior written consent of
Vybe. Any other attempted transfer or assignment of rights hereunder
shall be null and void.
These TOS do not restrict your ability to
transfer any domain for which you are the registrant. If Vybe
is the registrar for the domain name, please request our "domain
name transfer instructions" by sending an email to
We will send you the specific details and information about
transfer of ownership.
Vybe may assign its rights and obligations hereunder
without your prior consent.
Any notice or other significant communication given to you pursuant to
the Terms will be in writing, addressed to any email address or
addresses that you provided to Vybe when acquiring your first Service
(as updated by you in accordance with the section about Your Information
and sent to you by email or by nationally recognized overnight courier
as applicable. Any notice or other significant communication given to
Vybe pursuant to the TOS will to Vybe at the address then listed on the
Site in the Contact Us section by fax or nationally recognized courier.
Notices will be deemed to have been received one business days following:
(i) email transmission by Vybe to you; (ii) deposit with a globally
recognized overnight delivery service, all delivery charges pre-paid; or
(iii) transmission if sent by facsimile a nd receipt confirmed by the
facsimile machine used.
This Agreement will be governed by the laws of
the Province of Ontario and the laws of Canada applicable therein,
without reference to the conflict of laws provisions. The parties
consent to the jurisdiction of the courts of Ontario.
The relationship between the parties is that of independent contractors,
and not that of partnership, joint, franchise or agency. Neither party
may incur any obligations on the other's behalf without the other's
prior written consent, except as otherwise expressly provided herein.
Neither party will be liable for any failure or delay in its performance
under this Agreement due to any cause beyond its reasonable control
that could not have been avoided by the exercise of reasonable foresight
provided that such party gives the other party prompt notice of such
cause and uses reasonable commercial efforts to correct such failure
or delay in performance.
- Vybe may change the TOS from time to time and at any time.
When Vybe changes the TOS, Vybe will: (i) post the updated version of
the TOS on the Site together with the date on which it was revised;
and (ii) on home page for the Site for at least 30 day TOS post a
notice that the TOS have been updated.
- As well, Vybe may, but is not obliged to, ask you to actively
confirm your consent to the revised TOS. If Vybe does not do so,
but you continue to use the Services or Site after the changes come
into effect, you will be deemed to have agreed to abide by the
revised TOS. If you do not agree with the revised TOS without
qualification, terminate any existing Services that you are
receiving from Vybe and instruct Vybe to disable any password
for the Site assigned to you.
- Vybe reserves the right, in its sole discretion, to change or
modify the Site from time to time including but not limited
adding or removing functionality or features or changing its name.