CyberStrategies, Inc. Internet and Engineering Service Agreement

Effective May 29, 2008

changes are in green.

CyberStrategies, Inc. provides its Internet and Engineering services, to users who pay a monthly service fee to subscribe to hosting services, pay for software engineering services, or both. By establishing an account or using the Services, you agree to be bound by this Agreement and to use the Services in compliance with this Agreement, our Acceptable Use Policy and any other applicable policies/agreements.

In return, CyberStrategies, Inc. will make a best faith effort to provide the services agreed to. At no time will CyberStrategies, Inc. be liable for the activities of a third party.

  1. Payment:
    2. Clients must (i) provide CSZ with accurate and complete billing information including legal name, address, telephone number, and credit card/billing information, and (ii) report to CSZ all changes to this information within thirty (30) days of the change. Clients are responsible for any charges to their account.

    Clients having questions regarding charges to an account should contact accounting at (909) 920-9154, ext. 30. All charges are considered valid unless disputed in writing within sixty (60) days of the billing date. Adjustments will not be made for charges that are more than 60 days old.

    Charges are invoiced by mail or billed to clients' credit cards as applicable, each month for the basic service and any additional usage or services. CSZ is not responsible for any charges or expenses (e.g for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by CSZ. Clients must pay the balance shown on an invoice by check even if a fixed amount is charged to a credit card. If requested in advance, CSZ will bill these balances to your credit card.

    If client is billed periodically (by credit card), and the credit card is lost or stolen, client must contact us within two (2) business days of the theft or misplacement. Cards that are about to expire must be called into accounting department no less than 15 days prior to expiration date with new date or new card number for billing. Please note: even if the card number is the same, if the expiration date we have on file is no longer valid, the card will not go through and the credit card company will bill us.

    Declination of credit card will result in a NSF fee once the card reaches a threshold of two declines. Payment of the original invoice and NSF fees will then be due upon notification. If your card is declined again within six months of the first NSF, you will be ineligible for credit card billing, and you will have to pay the additional check transaction fee of $5 per billing cycle. If you contact us in advance of the periodic billing date (currently the 1st of each month) we may waive some of these fees and instead charge you our costs (currently 50cents per declination plus a $5 handling fee).

    If you convert payment option from the credit card to the check option and then later are approved to return to credit card billing, there may be a $50 re-instatement fee.

    If paying by check, payments are due in full on the first day of the month in which the hosting services are provided, or by the due date specified on the current invoice. A late fee of $25 will be assessed for any unpaid amount. Payments will always be applied to the earliest non-disputed amount still owed, even if this results in the latest invoice incurring a penalty. For web site clients, any late unpaid invoices greater than 45 days will result in the web site being restricted/disabled by CSZ until the past due account, late fees, and a re-activation fee of $50 is paid in full. Such interruption does not relieve you from the obligation to pay the monthly charge. Only a written request to terminate your service and payment of all charges relieves you of your obligation to pay the monthly account charge. If you default you will be assessed a one time administrative fee of 5% of the unpaid balance or $100 whichever is greater. Further, if you default any late fees which we waived based on promise of payment will become due. Delinquent accounts may be suspended or canceled at CSZ's sole discretion; however, charges will continue to accrue until the account is canceled. In the event of cancellation due to non-payment, all rights to any software developed/provided by CSZ will revert to CSZ.

    If a discount has been applied to your account (e.g., for credit card payment, 6 month commitment) and your account stops qualifying for the discount (e.g., switching to check payment, early termination request), you will be liable for the difference in charges for the remaining period (e.g., a client on a 6 month plan who leaves after 3 months would owe 3 times the difference between the three and six month's monthly charges). Clients leving before three months will owe for the full three months.

    If you pay for Services through a prepayment plan, automatic billing described above shall only apply to the charges not paid for through the prepayment plan.

  2. CSZ Internet and Engineering Service Costs:
    3. Standard charges are effective immediately:
    1. Engineering and/or web design for hourly rate: $100 or as agreed.
    2. Emergency Engineering/web design hourly rate: Standard rate + 25%
      You will be notified at the time you request if the service requested would be charged at this rate unless the work is unscheduled and done outside of normal business hours. If the work is done outside of normal business hours you will be notified if the normal rate applies.
    3. Pre-paid Engineering/web design (repair only) hourly rate: $801
    4. Hosted clients can view active work orders as well as how much 'built-in' engneering support is still available through the Manage Site interface
    5. Overage on contracted disk usage per MB/mo: $0.02
    6. Overage on bandwidth usage per MB/mo. $0.04
    7. Pre-paid disk usage MB/mo ($5 minimum): $0.0052
    8. Pre-paid bandwidth usage per MB/mo. ($1 minimum): $0.012
    9. Add/remove email account no charge when done through Manage Site interface, but will effect disk usage.

Hourly charges are billed on 15 minute increments. Additional client requirements may be negotiated under a separate contract.

  1. Password Protection.
    2. Upon registration, Clients receive a username, password, and account designation. You and clients of your business are the only authorized users of your CSZ account and must comply with this Agreement. You must keep your password confidential so that no one else may access the Services through your account.

    You must notify CSZ immediately upon discovering any unauthorized use of your account. Usernames, passwords and email addresses are CSZ’s property and CSZ may alter or replace them at any time.

  2. Monitoring Internet Services
    3. CSZ has no obligation to monitor the Services, but may do so and disclose information regarding use of the Services for any reason if CSZ, in its sole discretion, believes that it is reasonable to do so, including to: satisfy laws, regulations, or governmental or legal requests; operate the Services properly; or protect itself and its Clients. Please see our Privacy Policy. CSZ may immediately remove your material or information from CSZ’s servers, in whole or in part, which CSZ, in its sole and absolute discretion, determines to infringe another’s property rights or to violate our Acceptable Use Policy.

  3. Disclaimer of Warranties and Limitation of Liability
    4. EXCEPT FOR CERTAIN PRODUCTS AND SERVICES SPECIFICALLY IDENTIFIED AS BEING OFFERED BY CSZ, CSZ DOES NOT CONTROL ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES ON THE INTERNET.

  4. The Services are Provided on an "As Is" and "As Available" basis
    5. CSZ DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CSZ MAKES NO EXPRESS WARRANTIES AND WAIVES ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE REGARDING ANY MERCHANDISE, INFORMATION OR SERVICE PROVIDED THROUGH CSZ OR THE INTERNET GENERALLY. NO ADVICE OR INFORMATION GIVEN BY CSZ OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY. CSZ AND ITS EMPLOYEES ARE NOT LIABLE FOR ANY COSTS OR DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM YOUR USE OF THE SERVICES OR THE INTERNET INCLUDING ANY INDIRECT, INCIDENTAL, EXEMPLARY, MULTIPLE, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES. IN ANY EVENT, CSZ’S CUMULATIVE LIABILITY TO ANY CLIENT FOR ANY AND ALL CLAIMS RELATING TO THE USE OF THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF SERVICE FEES PAID DURING A ONE YEAR PERIOD.

  5. Software License
    6. CSZ grants to each Client a limited, nonexclusive, nontransferable and non-assignable license to install and use the CSZ designed software scripts (including software from third-party vendors that CSZ distributes; in object code format), its associated documentation, and any updates thereto ("Licensed Programs") in order to access and utilize the Services. Each Client agrees to use the scripts solely in conjunction with the Services and for no other purpose. CSZ may modify the scripts at any time, for any reason, and without providing notice of such modification to a Client.

    The CSZ developed scripts and programs constitute confidential and proprietary information of CSZ and CSZ's licensers and embody trade secrets and intellectual property protected under United States copyright laws, other laws, and international treaty provisions. All right, title, and interest in and to the Licensed Program, including associated intellectual property rights, are and shall remain with CSZ and CSZ's licensers. Client shall not translate, decompile, reverse engineer, distribute, re-market, or otherwise dispose of the Licensed Programs or any part thereof

  6. Term of Agreement

    7. Continued use of the Services constitutes acceptance of this Agreement and any future versions. If you are dissatisfied with the Services or any related terms, conditions, rules, policies, guidelines, or practices, your sole and exclusive remedy is to discontinue using the Services and, if you are a client, to terminate your account.

  7. Termination of Agreement
    8. You may terminate your account at any time and for any reason by providing a 30-day notice of intent to terminate to CSZ by:

    Registered or certified mail, return receipt requested recommended, addressed to CSZ Inc., 1126 W. Foothill Blvd, Suite 165, Upland, CA 91786. You may also send us a FAX.

    Email termination of your basic Internet access account will not be accepted due to the possibilities of forgery. Charges to your account will stop accruing the day CSZ provides you with a cancellation confirmation number. Based on your billing cycle, charges accrued prior to your termination may apply after you receive a cancellation confirmation. If your account included space on CSZ's servers, anything stored on this space will be deleted upon termination. Without prior notice, CSZ may terminate this Agreement, your password, your account, or your use of the Services for any reason, including, without limitation, if CSZ, in its sole discretion, believes you have violated this Agreement, or any of the applicable user policies, or if you fail to pay any charges when due. CSZ may provide termination notice to you by: email addressed to your email account or by US Mail or courier service to the address you provided for the Services. All notices to you shall be deemed effective on the first (1st) calendar day following the date of electronic mailing or on the fourth (4th) calendar day following the date of first-class mailing or deposit with a commercial courier service.

    Sections 1, 6, 7, and 11 of this Agreement shall survive termination of this Agreement.

  8. Jurisdiction
    9. Under California Civil Code Section 1789.3, Clients or Visitors who are residents of California are entitled to the following specific consumer rights information: the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814 or by telephone at 916.445.1254.

  9. Miscellaneous
    10. This Agreement, the Acceptable Use Policy, the Privacy Policy, and CSZ's other user policies posted on CSZ's Web site constitute the entire agreement between you and CSZ with respect to your use of the Services. CSZ may revise, amend, or modify this Agreement, the Acceptable Use Policy and any other user policies and agreements, at any time and in any manner. Notice of any revision, amendment, or modification will be posted on CSZ's Web site (http://www.CSZ.com) and/or by email and/or in our various mailings to Clients.

    Clients and visitors to the CSZ web site agree to abide by our Policies and Agreements.

    Other Activities

    Any activity whether lawful or unlawful, which is determined by CSZ to be harmful to it's subscribers, operation, or reputation. Engaging in any of the above activities is in violation of this agreement. Examples of violations include, using the services of another provider but channeling such activities through a CSZ account for backend services, or using an associated mail account as a mail drop for responses. In general, our services are to support those web sites you host on our servers.

    Policy Revisions

    CSZ reserves the right to amend, alter, or modify this Policy at any time, and in any manner. Any amendment, alteration, or modification is effective immediately after reflecting on CSZ’s Web site. If time permits, you will be notified electronically that a change has occurred.

CSZ Service Agreement

© 2008 CyberStrategies, Inc.