EVERNET Terms Of Service
It is important to understand that EVERNET provides 3 billable items to its clients: Labor, Products, and Services. It is important to understand what these are and how they are invoiced to you.
Products are purchased goods like computers, printers, servers, etc. The Original Equipment Manufacturer “OEM” provides the warranty, not EVERNET. Procurement and Support of your Products are always billed as Labor by us.
Services are monthly recurring billing items like Antivirus, Backups, Email, Domain Registrations, etc. The VENDOR provides the warranty, not EVERNET. Procurement and Support of your Services are always billed as Labor by us.
Labor or “Billable Time” is time recorded on client matters. Within EVERNET, our human resources assigns one or more “Roles” to every person who will or may work on your account. Some people have multiple Roles based on their skillset and assigned responsibilities. You will see a Role Rate Schedule detailing these below.
When someone is working on your account, they are logging time at the quarter hour interval to a Ticket which you can see in our Client Portal (Managers will get welcome emails to the portal). Time/Labor can be either Billable or Non-Billable but only Billable time is invoiced.
It is important to understand that we define Support and Projects in the following way:
Support – LABOR for single scope of work that takes 1 or less billable hours
Project – LABOR for single scope of work that takes 1.25 or more billable hours
A Managed Support plan INCLUDES Support LABOR, and bills Project LABOR Hourly for example. Products and Services are billed separately.
An Hourly Support plan bills Support and Project LABOR at the same rate. Products and Services are billed separately.
Each Support Plan will detail the roles and rates as they apply so pay close attention.
Every Client must have an Active Support Plan so we know how to bill for Labor, Products, and Services.
In addition to the Support Plan billing, we charge at minimum a fee of $125 for every resource that travels to your location for each visit. Any additional travel related costs may also be billed.
Clients are able to notify us of persons not approved to request service or support however this is not binding and is only an aide. It is the responsibility of the client to manage who accesses us for support and services.
We require all clients to subscribe to our Vendor Management Service, an email box used to monitor emails of vendors we may manage or monitor on your behalf. The fee is $20/month.
Late invoices, single hour purchases of labor, payments made outside the EVERNET Billing Portal, and any other administrative costs for supporting your account may result in “Account Service Fees” starting at $40 and up to whatever the offsetting cost may result.
The terms of this relationship are governed by the State of Connecticut, USA and both client and EVERNET agree that any litigation arising from said relationship may only be conducted in Hartford CT Small Claims Court. The client releases EVERNET from any liability exceeding the scope and authority of Small Claims Court.
All new clients are assessed an “Onboarding Fee” of $500 and account changes for existing clients are charged $250 Account Service Fee. Your Support Plan is not active until after this fee is paid.
PRIVACY
In order to operate and provide the Services, we will collect certain information about you. We use and protect that information properly to ensure it is secure. You acknowledge your use of the Services is subject to our Privacy Policy and understand that it identifies how EVERNET collects, stores, and uses certain information.
CHANGES TO THESE TERMS
We reserve the right to modify these Terms. We will post the most current version of these Terms at www.EVERNETCO.com (the “Site”). If we make material changes to these Terms, we will notify you via the Services and/or by email to the address associated with your account. If you do not accept the changes, you must stop using and cancel your account.. Your continued use of our Services after we publish or send a notice about our changes to these Terms means that you are consenting to the updated terms.
YOUR ACCOUNT
Certain aspects of the Services may require you to obtain an account by completing a registration form and designating a user ID and password. When registering with EVERNT you must: (a) provide true, current and complete information about yourself on the registration form and (b) maintain such information so it continues to be true, current and complete.
You are entirely responsible for all materials and information that you upload, post or otherwise transmit via the Services.
Only you may use your EVERNET account and you are responsible for all aspects of your account. Each user must have a separate account. You may not share, loan or transfer your ID or password. If you become aware of any unauthorized use of the Services or your account, or have any questions about your account please contact EVERNET Support
CONSENT TO ELECTRONIC COMMUNICATIONS AND SOLICITATION
By registering with EVERNET or signing up for Services, you understand and consent to us sending you (including via email) information regarding the Services, such as: (a) notices about your use of the Services, including notices of violations of use; (b) updates to the Services and new features or products; (c) administrative messages and other information; and (d) advertising, marketing, and other materials regarding EVERNET’s products and services. Please review your settings in your account to control the messages you receive from us or you may choose to opt-out of receiving advertising and marketing materials by unsubscribing from such communications by following the instructions in the message.
Notices emailed to you will be considered given and received when the email is sent. If you do not consent to receive notices (other than advertising and marketing materials) electronically, you must stop using the Services.
COPYRIGHT COMPLAINTS AND REMOVAL POLICY
EVERNET respects the intellectual property of others and will respond to notices of alleged copyright infringement that comply with the law. We reserve the right to delete or disable Content alleged to violate copyright laws or these Terms and reserve the right to terminate the account(s) of violators.
If you believe there has been a violation of your intellectual property rights, please complete our contact us;
CONFIDENTIAL INFORMATION
During your use of the Services, EVERNET may share with you information that is confidential, sensitive or should be kept secret. For example, if we tell you about our product roadmaps, product designs and architecture, technology and technical information, provide you with security audit reviews, business and marketing plans, or share with you our business processes, these should always be considered confidential to EVERNET.
Similarly, we agree that your Content, credit card/banking information and information contained in your account is confidential to you.
Also, if either of us provide any documents to the other that are labeled “confidential” (or something similar), or provide information (either in writing or verbal) that is of a type that a reasonable person should understand to be confidential, such information is to be treated as confidential information.
However, if you tell us information that: (a) we already know at the time you tell us; (b) was told to us by a third party who had the right to tell us; (c) is generally available to the public; or (d) was independently developed by us without using any of your confidential information, then that information will not be considered confidential. The same goes for information that we tell you that falls into any of these categories.
Lastly, we both agree that: (i) we will treat each other’s information with the same degree of care that we treat our own confidential information; (ii) will use each other’s confidential information only in connection with these Terms and the Services; (iii) only share the information with others who have a need to know and who have agreed in writing to treat it as confidential (as we’ve outlined in this section); and (iv) not share the information with any third party except as allowed in these Terms or through the Services. Of course, confidential information will always remain the property of its owner.
CONTENT STORAGE
The Services are provided from the United States. By using and accessing the Services, you understand and agree to the storage of Content and any other personal information in the United States. However, you understand that you (or other people that you collaborate with) can access the Services (including Content) from outside of the United States (subject to applicable law) and that nothing prohibits the processing of other information outside of the United States.
ACCEPTABLE USE POLICY
You agree you will not, nor will you encourage others or assist others to, harm the Services or use the Services to harm others. For example, you must not use the Services to harm, threaten, or harass another person, organization or EVERNET and/or to build a similar service or website. You must not: (a) damage, disable, overburden, or impair the Service (or any network connected to the Services); (b) resell or redistribute the Services or any part of it; (c) use any unauthorized means to modify, reroute, or gain access to the Services or attempt to carry out these activities; (d) use any automated process or service (such as a bot, a spider, or periodic caching of information stored by EVERNET) to access or use the Services; (e) use the Services beyond the features allocation and amounts provided in that Service or in violation of our fair use policy; (f) use the Services to, and/or cause EVERNET to, violate any law or distribute any malware or malicious Content; (g) use the Box Service to communicate any message or material that is defamatory, harassing, libelous, threatening, or obscene; (h) use the EVERNET Service in a way that violates or infringes upon the intellectual property rights or the privacy or publicity rights of any person or entity; (i) distribute, post, share information or Content illegally or without permission; (j) use the EVERNET Service to disseminate or promote terrorism or terrorist activities; or (k) use the EVERNET Service to disseminate material that may infringe upon legally protected social rights and freedoms of a person(s) (collectively, ‘human rights’) and/or as defined by domestic and public international laws and/or other legal norms. As part of our efforts to protect the Service, protect our customers, or to stop you from breaching these Terms we retain the right to block or otherwise prevent delivery of any type of file, email or other communication to or from the Services.
We also reserve the right to deactivate, change and/or require you to change your EVERNET user ID and any custom or vanity URLs, custom links, or vanity domains you may obtain through the Services. You also agree that if you learn of any unauthorized or unacceptable use of any account, Content or the Service, you will promptly contact EVERNET Support and take all reasonable steps to cooperate with EVERNET and assist in the termination of such use.
SUSPENSION AND TERMINATION OF THE SERVICE
We reserve the right to suspend or terminate your access to the Service at any time in our sole discretion or disable any Content if a) you are in breach of these Terms; or b) your use of the Services could cause a risk of harm or loss to EVERNET or our other users; or c) EVERNET declines to renew your Subscription Period. When reasonable and as permitted by law, EVERNET will provide you reasonable advance notice of this change as well as an opportunity to correct any actions that led to EVERNET’s decision. We will not be able to provide this advance notice if you are in material breach of these Terms, or if such notice would lead to civil or criminal liability for EVERNET, or if providing notice would compromise our ability to provide the Services to our other users. For the avoidance of doubt, EVERNET may still make a determination that it does not want to continue offering you access to the Service at any time for any or no reason.
You understand that if your account is suspended or terminated, you may no longer have access to the Content that is stored with the Services.
Upon termination you may request access to your Content, which we will make available, except in cases where we have terminated your account due to your violation of these Terms or the Acceptable Use Policy terms. You must make such request within fourteen (14) days following termination otherwise, any Content you have stored with the Services may not be retrievable and we will have no obligation to maintain Content stored in your account after this fourteen (14) day period.
UPDATES TO THE SERVICE
EVERNET may make deployments of changes, updates or enhancements to the Services or modifications to EVERNET’s default settings at any time. We may also add or remove functionalities or features, or we may suspend or stop the Services altogether.
THIRD PARTY PRODUCTS
EVERNET may make available to you optional third-party applications, services or products, for use in connection with the Services (“Third-Party Products”). These Third-Party Products are not necessary for the use of the Services and your use of the Third-Party Products (and any exchange of any information, license, payments etc.) is solely between you and the applicable third-party provider. EVERNET makes no warranties of any kind and assumes no liability of any kind for your use of such Third-Party Products.
If you have any questions or concerns regarding the Third-Party Products, then please contact the applicable third-party provider.
EVERNET PROPRIETARY RIGHTS
All contents of the Site and Services including but not limited to logo, design, text, software, technical drawings, configurations, graphics, other files, and their selection and arrangement and EVERNET Confidential Information belong to EVERNET, and/or its suppliers, affiliates, or licensors.
EVERNET or its licensors own and reserve all rights, title and interest in and to the Services and all hardware, software and other items used to provide the Services, other than the rights we expressly grant to you to use the Services and EVERNET Confidential Information. No title to or ownership of any proprietary rights related to the Services or EVERNET Confidential Information is transferred to you pursuant to these Terms.
If you provide comments, suggestions and recommendations to EVERNET about a Service (e.g., modifications, enhancements, improvements) (collectively, “Feedback”), you are automatically assigning this Feedback to EVERNET.
NO WARRANTY OR CONDITIONS
There are certain things that we do not promise about the Services. Other than as expressly stated, we do not make any commitments about the specific functionality available through the Services, their reliability, availability, or ability to meet your needs.
TO THE EXTENT NOT PROHIBITED BY LAW, BOX AND ITS AFFILIATES (AND ASSOCIATED SERVICE PROVIDERS) (A) PROVIDE THE SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE”, (B) MAKE NO REPRESENTATIONS OR WARRANTIES OR CONDITIONS WHETHER EXPRESS OR IMPLIED (E.G. WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT), AND (C) DO NOT GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF HARMFUL COMPONENTS, OR THAT THE CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED.
IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES.
INDEMNIFICATION
To the extent not prohibited by law, you will defend EVERNET against any cost, loss, damage, or other liability arising from any third party demand or claim that any Content or information provided by you, or your use of the Services: (a) infringes a registered patent, trademark, copyright, or other intellectual property right of a third party, or misappropriates a trade secret (to the extent that such misappropriation is not the result of EVERNET’s actions); or (b) violates applicable law or these Terms. EVERNET will reasonably notify you of any such claim or demand that is subject to your indemnification obligation of which it becomes aware.
LIMITATION OF LIABILITY
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL YOU OR EVERNET AND ITS AFFILIATES, RESELLERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR LICENSORS BE LIABLE FOR: ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUE, GOODWILL, USE OR CONTENT) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, BUSINESS INTERRUPTION, LOSS OF OPPORTUNITY, WARRANTY, NEGLIGENCE OR OTHERWISE, EVEN IF EVERNET HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES.
THE LIMITATION OR EXCLUSION OF INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES WILL NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
IN COUNTRIES WHERE THE ABOVE TYPES OF EXCLUSIONS AND LIMITATIONS AREN’T ALLOWED, WE’RE RESPONSIBLE TO YOU ONLY FOR LOSSES AND DAMAGES THAT ARE A REASONABLY FORESEEABLE RESULT OF OUR FAILURE TO USE REASONABLE SKILL AND CARE OR OUR BREACH OF OUR CONTRACT WITH YOU.
NOTHING IN THESE TERMS AFFECTS CONSUMER RIGHTS THAT CANNOT BY LAW BE WAIVED OR LIMITED BY ANY CONTRACT OR AGREEMENT.
Nothing in these Terms shall exclude or limit the liability of you or EVERNET and its affiliates, officers, employees, agents, licensors, resellers, suppliers and distributors for death or personal injury, fraud, fraudulent misrepresentation or any liability that cannot be excluded or limited by law.
The provisions of this “Limitation of Liability” section allocates the risks under these Terms between you and EVERNET, and you and EVERNET have relied on these limitations in determining whether to enter into these Terms and the pricing for the Services.
DISPUTE RESOLUTION AND GOVERNING LAW
You must comply with all domestic and international export laws and regulations that apply to your use of the Services, such as software. These laws include restrictions on destinations, end users, and end use.
If you reside in the United States, you agree that the Terms, and your relationship with EVERNET will be governed by the laws of the State of Connecticut, U.S.A. regardless of conflict of laws principles. We both agree that the United Nations Convention on Contracts for the International Sale of Goods, the Uniform Commercial Code, the Uniform Computer Information Transactions Act, and any law effectuating these conventions do not apply to these Terms.
FEES
EVERNET offers paid Services. If you choose to subscribe to a paid Service, you agree to pay the fees (“Fees”) as quoted to you when you purchase that Service. We may calculate taxes payable by you based on the billing information that you provide us at the time of purchase. You are responsible for all charges related to using the purchased Service (for example, data charges and currency exchange settlements). You will pay the Fees in the currency EVERNET quoted at the time of purchase. EVERNET reserves the right to change the eligible currencies at any time, except where not permitted by applicable law.
EVERNET reserves the right to change its prices at any time, however, if we have offered a specific duration and Fee for your use of the Service, we agree that the Fee will remain in force for that duration. After the offer period ends, your use of the Service will be charged at the then-current Fee(s). If you don’t agree to these changes, you must stop using the Service and cancel via email to EVERNET with cancellation confirmation from a Box representative). If you cancel, your Service ends at the end of your current Service period or payment period, and no refunds for previously paid services will be issued.
If you do not cancel in accordance with these Terms, the subscription for the Service will automatically renew at the then-current price and term length for the next subscription period. We will charge your credit card on file with us on the first day of the renewal of the subscription period.
BILLING/PAYMENT
If you select a paid Service, you must provide us with current, complete, accurate and authorized payment method information (e.g. credit card information). You authorize us to charge your provided payment method for the Services you have selected and for any paid feature(s) that you choose. We may bill: (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) if you have elected a subscription service, on a recurring basis. To the extent EVERNET has not received your payment, in order to bring your account up to date, we may bill you simultaneously for both past due and current amounts. If you do not cancel your account, we may automatically renew your Service(s) and charge you for any renewal term. You understand that failure to pay any charges or fees may result in the suspension or cancellation of your Services.
TRAINING OR CONSULTING SERVICES
Consulting Services.
In the event you order any professional, educational, operational or technical services (collectively, “Consulting Services)”, the nature, details and duration of the Consulting Services will further be described in the datasheet or statement of work which is referenced.
EVERNET Materials and EVERNET Tools.
EVERNET shall own all rights, title and interest in and to the documentation, templates, training materials, recordings and other items (collectively the “EVERNET Materials”) EVERNET may provide to Customer as part of this consulting services engagement (including any intellectual property rights therein, but excluding any Customer Confidential Information and Customer logos and trademarks that may be included in the EVERNET Materials, collectively, “Customer Property”). EVERNET shall have the right to use any such Customer Property solely for the purpose of providing the consulting services to Customer as set forth hereunder. During the term specified in the applicable Order, EVERNET hereby provides Customer with a royalty free, limited, non-exclusive, non-sublicensable, non-transferable and terminable license to use such EVERNET Materials solely for Customer’s internal operations in connection with its authorized use of the EVERNET Service. Nothing herein shall be construed to assign or transfer any intellectual property rights in the proprietary tools, libraries, know-how, techniques and expertise (“EVERNET Tools”) used by EVERNET to develop the EVERNET Materials, and to the extent such EVERNET Tools are delivered with or as part of the EVERNET Materials, they are licensed, not assigned, to Customer, on the same terms as the EVERNET Materials.