Terms of service
These Terms of Service (“TOS”) are legally binding on all clients of Copier Consultant, including all of its divisions and subsidiaries (collectively “COPIER CONSULTANT”).
Acceptance of terms
The TOS constitute a binding agreement between COPIER CONSULTANT and you (“Client”). The TOS apply to all services and products, and related support and consulting services and products (each a “Service” and collectively “Services”), made available by COPIER CONSULTANT to Client pursuant to the specifications of a Client agreement with COPIER CONSULTANT (“Client Agreement”), or a Client purchase order submitted by Client in connection with this Agreement (“Purchase Order”) for the term specified in such Purchase Order (“Initial Term”), and all renewals and/or extensions as set forth in this Agreement (collectively, the “Term”). COPIER CONSULTANT’s acceptance of any Purchase Order is expressly conditioned upon Client’s assent to this Agreement.
By accepting the terms of this Agreement, electronically or in writing, or by otherwise using the Service or the Services, including, but not limited to, the submission of materials, information and/or content to COPIER CONSULTANT for COPIER CONSULTANT’s performance or rending of Services, or making payment and/or authorizing payment to COPIER CONSULTANT, Client agrees to be bound by the TOS set forth in this Agreement. Client also agrees that Client’s electronic acceptance of this Agreement shall have the same force and effect as if Client had agreed to the TOS set forth in this Agreement in writing. No terms or conditions set forth in Client’s Purchase Order, to which notice of objection is hereby given, or in any further correspondence between Client and COPIER CONSULTANT, shall alter or supplement this Agreement unless both COPIER CONSULTANT and Client have expressly agreed in writing to modify this Agreement.
Neither COPIER CONSULTANT’s commencement of performance nor completion of Services shall be deemed or construed as acceptance of Client’s additional or different terms and conditions. COPIER CONSULTANT reserves the right to reject any Purchase Order or to cancel any Purchase Order previously accepted if COPIER CONSULTANT determines that Client is in breach of any term or condition set forth in this Agreement.
COPIER CONSULTANT provides its services to Client subject to this Agreement, which may be updated from time to time without notice. Client may review the most current version of the TOS at [PLEASE PROVIDE LINK OF TOS HERE]. By using COPIER CONSULTANT’s Service or Services, Client agrees to (and hereby signs) the most current version of the TOS.
If Client does not expressly reject the TOS at the point of sale, Client agrees to (and hereby signs) the TOS and COPIER CONSULTANT is instructed to commence work on Client’s website as if Client had expressly accepted the TOS. If Client expressly rejects the TOS set forth in this Agreement at the point of sale, COPIER CONSULTANT has no obligation to enter into a Client Agreement or Purchase Order, and may refuse to enter into a Client Agreement or Purchase Order.
Description of Services
COPIER CONSULTANT provides best deals on managed print services. Client understands that COPIER CONSULTANT’s Services may include certain communications from COPIER CONSULTANT such as advertisements, notices, service announcements and newsletters. Client also is responsible for all equipment and software necessary to access COPIER CONSULTANT’s Services.
Call Monitoring and Recording Privacy Statement
As part of COPIER CONSULTANT’s commitment to providing its Clients with the best possible deals, COPIER CONSULTANT may monitor and record telephone calls to and from COPIER CONSULTANT. COPIER CONSULTANT also may archive recorded voice mail messages. COPIER CONSULTANT records telephone calls for training purposes, to improve customer service, and to ensure an accurate record of Client calls, which may be needed to support transactions that take place over the telephone. COPIER CONSULTANT undertakes such actions in order to enable it to identify how to better serve its Clients.
You may not use COPIER CONSULTANT’s network or services to download, publish, distribute, or otherwise copy or use in any manner any text, music, software, art, image, or other work protected by copyright law unless:
you have been expressly authorized by the owner of the copyright for the work to copy the work in that manner; or
you are otherwise permitted by established copyright law to copy the work in that manner.
It is COPIER CONSULTANT’s policy to terminate in appropriate circumstances the services of customers who are repeat infringers.
Email Retention Policy
The following rules apply to the retention of e-mails in e-mail account hosted on COPIER CONSULTANT Mail Servers.
All email in your inbox or personal folders that is either unread or marked unread will be deleted after 90 days.
All read email will be retained indefinitely as long as you do not exceed the maximum storage quota for your mailbox. You can determine the available storage space by logging on to COPIER CONSULTANT Webmail.
All email in the trash folder will be deleted after 30 days.
No credit will be available under a COPIER CONSULTANT service level agreement for interruptions of service resulting from violations of the TOS.
Intellectual Property Policy
COPIER CONSULTANT respects copyright laws and the intellectual property of others. COPIER CONSULTANT may terminate Services and/or accounts for copyright infringement.
COPIER CONSULTANT will not use copyrighted or trademarked materials on any Client’s website without the express written consent of the copyright or trademark owner. It is Client’s responsibility to ensure that all content submitted to COPIER CONSULTANT is original content and free from third-party copyright or trademark protection, or to obtain permission to use copyrighted or trademarked materials from the copyright or trademark owner. Client assumes full liability for any infringement of any third-party’s copyright or trademark rights as a result of the use of protected materials on Client’s website, including, but not limited to, any infringement due to website content, website design or the look and feel of Client’s website.
Client content that is sent to COPIER CONSULTANT will remain the intellectual property of Client. COPIER CONSULTANT does not return original content to Client. Unless a request to return the original content to Client is made in writing upon submission of the content, the content will be destroyed. COPIER CONSULTANT will attempt to honour requests to return original content, however, COPIER CONSULTANT has no liability and does not guarantee the return of any content to Client.
We warrant that the Services will perform in accordance with the applicable Service Level Agreement, if any, during the Term, provided that the Services has at all times been used in accordance with the Agreement. If we fail to meet this limited warranty, your sole and exclusive remedy for that failure is as specified in the Service Level Agreement.
OTHER THAN THE LIMITED WARRANTY SET FORTH IN THIS TOS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE, FOR OURSELVES AND ON BEHALF OF OUR SUPPLIERS, DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE, RELATING TO THE SERVICES AND TO ALL MATERIALS OR SERVICES PROVIDED TO YOU UNDER THE AGREEMENT, INCLUDING ANY THIRD-PARTY CONTENT. WE AND OUR SUPPLIERS DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR FREE FROM DEFECTS OR ERRORS, OR THAT THE SERVICES WILL MEET (OR IS DESIGNED TO MEET) YOUR BUSINESS REQUIREMENTS.
Subject to the remainder of this Section, you will (a) defend us against any Third-Party Claim; and (b) indemnify us from all fines, damages, and other costs finally awarded by a court of competent jurisdiction or a government agency, or agreed to in settlement with respect to a Third-Party Claim. We will: (i) provide you with notice of any Third-Party Claim within a reasonable period after learning of the claim (provided that any delay in providing the notice will relieve you of your indemnification obligations only to the extent that the delay prejudices you), and (ii) reasonably cooperate in response to your requests for assistance. You will have sole control over the defence of any Third-Party Claim. You may not, without our prior written consent, which will not be unreasonably withheld, conditioned, or delayed, settle any Third-Party Claim if that settlement obligates us to admit any liability or to pay any unreimbursed amounts to the claimant, or would affect any Service or our business practices or policies.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF USE OF THE SERVICE, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE. THIS LIMITATION WILL APPLY REGARDLESS OF WHETHER A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE FOREGOING LIMITATION MAY NOT APPLY.
OUR LIABILITY FOR ANY CLAIM UNDER THE AGREEMENT WILL NOT EXCEED AN AMOUNT EQUAL TO THE TOTAL FEES PAID OR PAYABLE TO US FOR YOUR USE OF THE PARTICULAR SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.
Assignment. You may not assign or transfer the Agreement, in whole or in part, by operation of law or otherwise, without our prior written consent. Any attempted assignment or transfer of the Agreement without our consent will be void and will be a breach of the Agreement. Subject to these limitations, the Agreement will bind and inure to the benefit of the parties and their respective successors and assigns.
Notices. Any notice by us to you under the Agreement will be given: (a) by email to the email address associated with you, if you have subscribed to this method of receiving notices, or (b) by posting on your postal address.
Waiver. Waiver of a breach of any provision of the Agreement will not constitute a waiver of any later breach of that provision, or waiver of a breach of any other provision.
Severability. If any provision of the Agreement is held to be invalid or unenforceable, the remaining provisions of the Agreement will remain in force to the extent feasible.
Force Majeure. Neither you nor COPIER CONSULTANT will be liable for any delay or failure to perform its obligations under the Agreement, except for your payment obligations, due to any cause beyond your or our reasonable control including labour disputes or other industrial disturbances, systemic electrical, telecommunications or other utility failures, earthquakes, storms or other acts of nature, embargoes, riots, acts or orders of government, acts of terrorism, or war.
Construction. The headings of sections of these TOS are for convenience and are not for use in interpreting these TOS. As used in these TOS, the word “including” means “including but not limited to”.
Governing Law. This Agreement is governed by the laws of England and Wales. Conflict of law rules are expressly disclaimed. The U.N. Convention on Contracts for the International Sale of Goods does not apply.
Third Party Rights. Other than as expressly provided in the Agreement, the Agreement does not create any rights for any person who is not a party to it, and only persons who are parties to the Agreement may enforce any of its terms or rely on any exclusion or limitation contained in the Agreement.
Independent Parties. We and you are independent contracting parties, and the Agreement will not be construed to create a partnership, joint venture, agency, or employment relationship between us. Neither you nor COPIER CONSULTANT, nor any of our respective affiliates, officers, directors, or employees, is an agent of the other for any purpose, nor has the authority to bind the other.
Entire Agreement. The Agreement as it may be modified from time to time is the entire agreement between you and COPIER CONSULTANT regarding its subject matter. The Agreement supersedes all prior or contemporaneous communications, understandings and agreements, whether written or oral, between you and COPIER CONSULTANT regarding its subject matter.