Introduction

In these Terms, “FlexNetworks”, “us”, “we” and “our” means FlexNetworks Inc. or an affiliate thereof named in the Service Agreement for the specific services you subscribe for.

These FlexNetworks Terms of Service (the “Terms“) govern your use of (i) the FlexNetworks services you subscribe to or purchase under a services agreement (a “Service Agreement“) or receive from or through FlexNetworks, including residential fibre services (the “Services“); and (ii) any device or agreement used to access the Services or used with the Service (“Equipment”). Such Terms, together with the Service Agreement and FlexNetworks’s Acceptable Use Policy and FlexNetworks’s Privacy Policy in effect from time to time comprise the entire agreement (the “Agreement”) between you and FlexNetworks for the applicable Services.

Your Obligations

You, as account holder are responsible for complying with the Agreement, including being responsible for (i) all charges on your account, (ii) ensuring that anyone who uses Services under your account or with your authorization complies with this Agreement, (iii) ensuring that others do not gain unauthorized access to your account and your Services, and (iv) ensuring that any information you have provided to us is up-to-date and accurate. You will need our prior permission if you want to assign or transfer this Agreement. We may assign or transfer this Agreement or any of our rights or responsibilities under this Agreement without your permission.

Start and End Date

The Initial Term of the Service commences on the Start Date and continues until the End Date, both defined in the Service Agreement. At the end of the Initial Term, you will keep your existing Services and Agreement with us on a month-to-month basis at the then FlexNetworks current market price until such time as they are changed or cancelled in accordance with the provisions of this Agreement.

Early Cancellation Fee During Initial Term

If you cancel the Services during the Initial Term, a fee of $20 per month plus applicable taxes will be applied for each month remaining in the Initial Term (the “Early Cancellation Fee”). Outstanding Internet service and other charges will become due at the time of cancellation.

Month-to-Month Cancellation Policy

FlexNetworks does not apply a cancellation fee to subscribers on a month-to-month contract.

Trial Period

You may cancel this Agreement at any time prior to the date which is 15 days after the Start Date without incurring an Early Cancellation Fee. You do not need a reason to cancel. If you self-identify as a customer with a disability, your trial period is extended to 30 days. To cancel, you must give notice of cancellation by emailing us at support@FlexNetworks.ca or by calling 306-979-6733.

Equipment

FlexNetworks provides a Fibre-Optic Internet router to all subscribers of our Fibre-Optic Internet service. FlexNetworks does not allow the use of private routers by subscribers. All Equipment provided by FlexNetworks shall remain the property of FlexNetworks, must not be altered or tampered with, and must be returned to FlexNetworks within 12 days of service termination or early cancellation of this Agreement. Unreturned Equipment will result in a $250 fee. In respect of such Equipment, you must take reasonable care of it, not sell, encumber or re-locate it. If our Equipment is lost, damaged, stolen, sold, leased, encumbered, assigned or not returned, you hereby authorize FlexNetworks to charge you for replacement and/or repair of the Equipment.

Moving Services

If you move from the original service installation address to another location serviced by FlexNetworks, no Early Cancellation Fee will apply if you maintain Service for the balance of the Initial Term. If you choose not to continue with the Service after your move to a new location, or the address is not serviced by FlexNetworks, then the Early Cancellation Fee will apply.

Default

We may restrict, suspend, block, disconnect or cancel any or all of your Services, Equipment, accounts or identifiers in any way without notice or liability to you if:

• You are in breach of this Agreement, or any other agreement between you and FlexNetworks, including any non-payment;
• You exceed any applicable credit limit;
• You have given us false, misleading or outdated information;

We reasonably suspect or determine that any of your account identifiers, Services or Equipment is the subject of fraudulent, unlawful or improper usage or usage that adversely affects our operations or customers, or the use of our services, facilities or networks or those of third parties with whom we have agreements;

We reasonably believe there is an emergency or extreme circumstance that would warrant that action; or

If you are in breach of the terms of any of our policies that apply to the Service.

If any such event occurs, we may decide to cancel this Agreement after notice to you and bill you immediately for all outstanding charges. In the event of cancellation, you are responsible for any costs and expenses incurred by us as a result of the event of default. Such costs and expenses (including without limitation, legal costs on a solicitor and client basis) are payable immediately upon receipt by you of an invoice from us. In the event of cancellation, you shall pay to us the Early Cancellation Fees described above. Cancellation of this Agreement shall not relieve you from your obligations otherwise contained herein.

Our Rights to Cancel and/or Change

We may cancel any or all of your Services or accounts and this Agreement, in whole or in part, as long as we give you at least 30 days prior written notice. Applicable charges will continue until the cancellation date.

We may change any aspect of the Services and the applicable provisions of this Agreement (other than a key term as defined in the Canadian-Radio-television and Telecommunications Commission’s (CRTC) Internet Code) upon at least 30 days prior written notice to you.

Billing and Methods of Payment 

You will be billed monthly in advance for your selected Service and the charges will appear on your monthly bill from FlexNetworks. Your payment is due on the date specified on your bill. If your FlexNetworks bill is not paid by the due date, a late payment charge of 3% per month applies. This late payment charge will accrue on a daily basis and will be calculated and compounded monthly on the outstanding amount (42.58% per year) from the date of the first bill on which it appears until the date we receive that amount in full.

FlexNetworks accepts credit card, debit card and personal checks for bill payment. You may sign up for the Pre-Authorized Payment (PAP) Plan through our On-Line Billing Portal.

If you have signed up for the Pre-Authorized Payment (PAP) plan for your Service and a payment is missed for any reason, your Service will be suspended. If your Service is suspended, there are payment reversal fees, a $35 service reconnection fee, and other charges that apply, including your obligation to pay for the Service you have used. Your account will be terminated 10 days after your Service is suspended if full payment is not provided. If your account is terminated, early cancellation fees and other charges will also apply.

Pre-Authorized Payment – If you have chosen Pre-Authorized Payments, your entire monthly bill will be paid automatically from your bank account approximately ten days after your billing date.

If your cheque fails to clear and is returned as Non-Sufficient Funds (NSF) from your financial institution, your Service will be suspended. If your Service is suspended, there are a $50 NSF fee, a $35 service reconnection fee, and other charges that apply, including your obligation to pay for the Service you have used. Your account will be terminated 10 days after your Service is suspended if full payment is not provided. If your account is terminated, early cancellation fees and other charges will also apply.

FlexNetworks does not require a deposit from you to initiate service. Just choose your plan and we will bill you in terms of thirty days’ net.

Any discrepancies or questions regarding charges must be reported to us within 90 days of the date of the applicable bill. Failure to notify us within this time period means that you have accepted those charges. If any of those discrepancies resulted in unauthorized or incorrect charges on your account, then we will reverse those charges within 30 days of receiving notice from you.

FlexNetworks is committed to protecting your privacy and we take all reasonable steps to ensure that your personal information is safe and secure in compliance with applicable privacy laws and regulations. For more information, please see our Privacy Policy that can be found at www.FlexNetworks.ca

Use of Services

We have the right, but not the obligation, to monitor or investigate any content that is transmitted using the Services or the Equipment. We may also access or preserve content or information to comply with legal process in Canada or foreign jurisdictions, operate the Services, ensure compliance with this Agreement or protect ourselves, our customers or the public. The Services and any software or content (collectively, the “Deliverables”) that you receive or purchase from us is for your own personal, lawful, non-commercial use. You agree that you will only use the Deliverables in accordance with the terms of this Agreement and any applicable licence agreement. Without limiting the foregoing, you may not (i) copy, distribute, transfer or sell any of the Deliverables, (ii) modify, alter or tamper with any of the Deliverables, (iii) reverse engineer, decompile or disassemble any of the software, (iv) attempt to defeat, avoid, by-pass, remove, deactivate or otherwise circumvent any software protection mechanisms.

The Deliverables remain our property. Except for the limited rights explicitly granted to you, all right, title, interest and intellectual property rights in and to the Deliverables are retained by their respective owners and are protected by applicable trademark, copyright and/or other intellectual property laws and treaties. You must take reasonable steps to protect the Deliverables from theft, loss or damage.

Warranties and Limitation of Liability

The Services that we provide may be impacted by factors beyond our reasonable control. For this reason, you acknowledge and agree that the Services or access to the Services may not function correctly or at all in the following circumstances: (i) if your Equipment fails, is not configured correctly or does not meet our requirements, (ii) if you install certain third party applications on your Equipment, (iii) in the event of a network outage or power failure, (iv) if you tamper with or in some cases move the Equipment, or (v) following suspension or cancellation of your Services or account.

To the maximum extent permitted by applicable law:

FlexNetworks, its affiliates, partners, licensors, dealers, representatives, suppliers and agents (and their respective employees, officers, directors, shareholders and representatives) (collectively, the “FlexNetworks Parties”) do not guarantee or warrant the performance, availability, coverage, uninterrupted use, security, pricing or operating of the Services , the Equipment or any products, content, applications, software, services, facilities, connections or networks used or provided by us or third parties (collectively, the “Offering”);

• You bear the entire risk as to the use, access, transmission, availability, reliability, timeliness, quality, security and performance of the Offering;
• The FlexNetworks Parties do not make any express or implied representations, warranties or conditions, including warranties of title or non-infringement, or implied warranties of merchantable quality or fitness for a particular purpose, with regard to the Offering;
• All representations, warranties and conditions of any kind, express or implied, are excluded;
• No advice or information, whether oral or written, that you obtain from the FlexNetworks Parties creates any term, condition, representation or warranty not expressly stated in this Agreement.

Unless otherwise specifically set out in this Agreement, to the maximum extent permitted by applicable law, the FlexNetworks Parties will not be liable to you or to any third party for any direct, indirect, special, consequential, incidental, economic or punitive damages (including loss of profit or revenue, financial loss, loss of business opportunities, loss, destruction or alteration of data, files or software, breach of privacy or security, property damage, personal injury, death, or any other foreseeable or unforeseeable loss, however caused) resulting or relating directly or indirectly from or relating to the Offering or any advertisements, promotions or statements relating to any of the foregoing, even if we were negligent or were advised of the possibility of such damages.

These limits are in addition to any other limits on the FlexNetworks Parties liability set out elsewhere in this Agreement and apply to any act or omission of the FlexNetworks Parties, whether or not the act or omission would otherwise be a cause of action in contract, tort or pursuant to any statute or other doctrine of law.

You will indemnify and hold harmless the FlexNetworks Parties from and against any claims, losses, damages, costs and expenses (including, without limitation, reasonable legal fees and other litigation expenses) incurred by the FlexNetworks Parties relating to your violation, alleged violation or misappropriation of any provision of this Agreement and any intellectual property, industrial, contractual, privacy or other rights of a third party or any alleged libel or slander by a third party against you.

General Provisions

To the extent permitted by applicable law, at our option, any claim or dispute, whether in contract or tort, under statute or regulation, or otherwise, and whether pre-existing, present or future, arising out of or relating to the following items will be determined by final and binding arbitration to the exclusion of the courts: (i) this Agreement; (ii) the Services or Equipment, (iii) oral or written statements, advertisements or promotions relating to this Agreement, the Services or Equipment, or (iv) the relationships that result from this Agreement. Where applicable, arbitration will be conducted in the Province of Saskatchewan, on a simplified and expedited basis by one arbitrator under the current laws and rules relating to commercial arbitration in the province of Saskatchewan on the date of the notice.

If any portion of this Agreement is unenforceable, the remaining provisions continue in full force. Our failure to enforce strict performance of any provision of this Agreement does not mean we have waived any provision or right. Neither the course of conduct between us nor trade practice modifies any provision of this Agreement.

This Agreement is governed by the laws of the Province of Saskatchewan and the federal laws of Canada applicable therein.