Pass Word Inc.
"Company" shall refer to Pass Word, Incorporated DBA Pass Word (a Washington Corporation), its agents, successors, and assigns. This includes its subsidiaries including but not limited to Fastlane-I. Main business office is located at 1303 W First Ave, Spokane, Washington 99201.
"Subscriber" refers to an individual, corporation or legal entity who subscribes to the Company's services, for its own use or who incurs charges on behalf of a third party user.
3. Term and Termination.
This agreement commences upon activation of service by the Company and remains in effect until either party chooses to terminate it, subject to the following limitations:
Subscriber and User shall indemnify and hold harmless, the Company, its agents and employees from and against any loss, cost, claim, liability, damage, or expense (including reasonable attorneys' fees) to third parties, relating to or arising from the use of the service by Subscriber, User, or any of their personnel, whether or not Subscriber or User has knowledge of or has authorized such access or use, including, without limitation, claims for libel, slander, an invasion of privacy, infringement of copyright, patent infringement (where Subscriber or User has used, connected, or combined the service with the products or services of others), negligence, breech of security, or tortious behavior. Subscriber agrees to indemnify the Company along with any parties from whom the Company obtains network services, and to hold them harmless from any claims resulting from the use of the service by Subscriber or its users that damage another party or that violates the law.
5. Disclaimers of Warranties.
All materials, information, software, products, equipment, and services included in or available through the company (the "content") are provided "As Is" and are "As Available" for subscribers use. The content is provided without warranties of any kind, either expressed or implied, including, but not limited to, Implied warranties, merchantability, fitness for a particular purpose, or non-infringement. The Company and its licensors, agents, and employees do not warrant that content shall be accurate, reliable, or secure; that the services will be available at any particular time; that defects or errors will be corrected; nor that the content will be free of viruses or other harmful components. Subscriber's use of this service is sole at Subscriber's own risk. Company offers no warranty on equipment beyond that extended by its manufacturer. It shall be the responsibility of Subscriber to handle any warranty claims directly with the manufacturer. Company will make a reasonable effort to assist Subscriber in obtaining information required for warranty repair of equipment that it has sold to Subscriber.
6. Limitation of Liability.
Company shall not be liable for interruptions in service caused by failure of equipment or services not provided by the Company. Examples include but are not limited to: Failure of 3rd party communications facilities, power outages, or other interruptions not within the complete control of the Company. Company shall not be liable for performance deficiencies caused or created by subscribers or its users equipment. Company is hereby released from liability arising from any content accessed via the service. Company's performance under this agreement shall be excused in case of labor difficulties, governmental orders, civil commotions, acts of God, or other conditions or circumstances beyond its reasonable control. Company shall not be liable if changes in operation, procedures, or services require modification or alteration of subscriber's equipment, render the same obsolete, or otherwise affect its performance. In no event shall Company be liable for any incidental, special, consequential, or punitive damages including but not limited to loss of profits, loss of business or business opportunity, loss of use, etc. The liability of Company for actual proven damages for any cause whatsoever, including but not limited to any failure of or disruption of service, regardless of the form of action, whether in contract or in tort or otherwise, including negligence, shall be limited to an amount equivalent to charges payable by subscriber under this agreement for the service during the period such damages occur. Company makes no other warranties or representations, either express or implied, concerning the Service, and expressly disclaims warranties of fitness for a particular use or purpose, the warranty of merchantability and any other warranty implied by law. If a court of competent jurisdiction shall find Company liable for damages, the above limitations not withstanding, Subscriber agrees that such damages shall be limited to fees for one year's service or $250.00, whichever is less, as liquidated damages.
7. Use of Service.
8. Broadband Availability.
Company reserves the right to establish and enforce usage limits limiting the speed of uploads and downloads of any kind, as necessary to insure an optimum grade of service for all subscribers. This may include limiting or in some cases blocking certain TCP or UDP ports from time to time, for some or all subscribers.
Company reserves the right to monitor any and all communications and activity through or with the Company's internet service to ensure adherence to the terms and conditions of this Agreement.
Subscriber agrees that the Service shall not be considered a secure communications medium and that the Company shall not guarantee privacy. Subscriber may wish to incorporate 3rd party encryption methods such as VPN software or hardware, if security is a significant issue.
9. Service Calls and Help Desk.
The Help Desk will make a reasonable attempt to provide telephone assistance during regular business hours (8:00 AM - 5:00 PM M-F). There is no charge for this assistance, but it is strictly limited to problems arising directly from use of the Company's internet services and excludes problems related to Subscribers personal hardware and software. Problems with a Subscriber's own internal network whether hardwired or wireless shall be the sole responsibility of the Subscriber. Trouble reporting number (509) 624-5235 is operational 24 hrs, every day. After regular hours an on-call technician will be notified as soon as reasonably possible, and assess the problem. System problems will be fixed as soon as reasonably possible. Problems that affect only a single subscriber will be handled the next business day. Subscriber is responsible for the entire cost of service calls including labor, materials and equipment for all failures that are not the fault of the Company including without limitation, acts of God, weather phenomena, failure of Subscriber owned equipment, etc., including service calls to reinstall software. Company's then-current customary standard service rates shall apply, but not less than $65.00 per hour 8-5 M-F or $97.50 per hour after hours and holidays.
In the event the Company is required to engage the services of an attorney because of a breach by the Subscriber of any of the terms herein contained or arising out of the Subscriber's use of the services provided by the Company in any other manner, the Subscriber agrees to pay all of the Company's reasonable attorneys fees and court costs. Upon breach of this Contract, all of subscribers' rights and privileges shall be immediately terminated and upon any such termination for breach of the provisions of this Contract, or the breach of any applicable law or statute governing the use of the services provided, all Subscriber fees shall be forfeited as liquidated damages to the Company. In the event of litigation, both parties agree that the law of Washington shall apply and both parties consent to the jurisdiction of the courts of Spokane County, Washington. Both parties expressly waive a jury trial.
The Company shall have the sole right to decide what information (Web Page content, etc.) can or cannot be uploaded onto, or reside upon, the Company's system and the Company has the right to delete all such information data, or files that it decides cannot reside on the Company's hardware.
12. Contract Amendments.
The Company reserves the right to amend this contract from time to time, in its sole discretion, and any such amendments shall become effective upon promulgations, subject to the terms of this agreement.
The Subscriber certifies that he or she is at least 18 years of age or that a parent or guardian has given their express consent. The parent or guardian acknowledges responsibility for the minor's actions.
14. Entire Contract.
This Contract represents the complete understanding between the parties as to the subject matter hereof, and supersedes all prior written or oral negotiations, representations, guaranties, warranties, promises, orders, statements or agreements between the parties or any statement or representation made or furnished by any other person representing or purporting to represent either party.