Terms of Service

Thank you for selecting VM Farms Inc. for your server and network requirements (the “VM Farms Services”). By using our products, services and websites you agree to the following terms, conditions, policies, guidelines or amendments hereby known as the Terms of Service.

WE RESERVE THE RIGHT TO MAKE CHANGES TO THESE TERMS AT ANY TIME. YOUR CONTINUED USE OF OUR SERVICE AFTER VM FARMS INC. POSTS A REVISED AGREEMENT SIGNIFIES YOUR ACCEPTANCE OF THE REVISED AGREEMENT AND ALL SUCH CHANGES THEREON. IT IS THEREFORE IMPORTANT THAT YOU REVIEW THIS AGREEMENT REGULARLY TO ENSURE YOU ARE UPDATED AS TO ANY CHANGES.

1. Products and Services

VM Farms Inc. will use commercially reasonable efforts to provide the VM Farms Services ordered through various VM Farms Inc. owned websites and Sales Order Forms (SOF). You may submit purchase orders and/or additional signed SOF(s) to obtain further VM Farms Services. The VM Farms Services are hosted in Canada.

You may use any of the VM Farms Services, provided that you are of legal age to form a binding contract and are not a person barred from receiving VM Farms Services under the laws of Canada, the Province of Ontario or any other applicable jurisdictions. In order to access certain VM Farms Services, you are required to provide current and accurate identification, contact, and other information at the time of account registration. You are responsible for maintaining the confidentiality of your account information, and are responsible for all activities that occur under your account. You are solely responsible for all content on your account. You agree to immediately notify VM Farms Inc. of any unauthorized account usage or any other breach of security. VM Farms Inc. will not take responsibility or be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your account secure.

IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT USE THE SERVICE. If you do not agree to be bound by this Agreement and to follow all applicable laws, you should leave the Site and discontinue use of the VM Farms Services immediately. If you wish to make use of the VM Farms Services, read this Agreement and reaffirm your acceptance during the registration process of the Terms of Use and agree to abide by all applicable laws.

2. Term

The term for the VM Farms Services is on a month-to-month basis commencing on the date of the order and renewed automatically for successive one month periods thereafter, unless otherwise terminated by you. You may terminate VM Farms Services at any time by deleting all virtual machines (VMs) directly from the web portal. You must delete your own VM(s). Your right to use it ceases immediately upon cancellation or deletion. Access to data stored on any VM will not be allowed after you terminate service and you are responsible for backing up all data. You will still be obligated to pay all charges due to VM Farms Inc .upon cancellation of VM Farms Services. VM Farms Inc. will not be liable to you for any modification, suspension, or discontinuation of the VM Farms Services, or the loss of any Content.

VM Farms Inc. reserves the right to terminate or suspend service at any time and for any reason without notice upon. Right to use the service will stop immediately upon termination or suspension and no access will be provided to data that was stored on the VMs.

3. Privacy Policy

Use of the VM Farms Service is also governed by our Privacy Policy at https://vmfarms.com/privacy-policy/.

4. Content and Acceptable Usage

You agree that you are responsible for maintaining your own account. Any information, data, text, software, music, sound, photographs, graphics, video, messages, files, attachments or other materials (‘Content’) are the sole responsibility of the account from which such Content originated. We do not assume any responsibility for such Content, but we reserve the right to monitor or review any Content on VM Farms Services. You are responsible for the conduct of all users of your account and any Content that is created, transmitted, stored, or displayed by, from, or within your account while using the VM Farms Services and for any consequences thereof. You agree to use the VM Farms Services only for purposes that are legal, proper and in accordance with the Terms of Service and any applicable policies, guidelines or laws. You agree that you will not engage in any activity that interferes with or disrupts the VM Farms Services, servers or networks connected to the VM Farms Services.

Excessive use of network bandwidth above and beyond allotted amount will result in a notification being sent and/or overages charges which will be calculated during the next billing cycle.

5. Prohibited Usage

You agree that any of the below activities are considered prohibited usage and will result in immediate account suspension or cancellation without a refund and the possibility that VM Farms Inc. will impose fees; and/or pursue civil remedies without providing advance notice.

a) Misuse of System Resources - Misuse of system resources, including but not limited to employing programs or processes that consume excessive CPU time (outside allotted CPU time), network capacity, disk IO or storage space.

b) Unsolicited Bulk Communications - Usage of the VM Farms Services for the purposes of sending unsolicited bulk messages, generating a significantly higher volume of outgoing e-mail than a normal user, using a non-existent email return address, having an open E-mail relay, or sending out unsolicited email from any other network that points to a VM Farms Inc. server is strictly prohibited.

c) Unauthorized Access to Other Systems or Networks - Attempting unauthorized and/or illegal access of computers, networks and/or accounts not belonging to party seeking access, any act which interferes with the services of other users or networks, or any act relating to the circumvention of security measures is strictly prohibited.

d) Presence of Child Pornography - The use of VM Farms’ Services to store, post, display, transmit, advertise or otherwise make available child pornography is strictly prohibited. VM Farms Inc. is required by law to notify law enforcement agencies when it becomes aware of the presence of child pornography on, or being transmitted through, its services.

e) Other Activities viewed as Illegal or Harmful: Engaging in illegal activities or engaging in activities harmful to the operations of VM Farms Inc. or its customers is strictly prohibited.

f) Providing False or Fraudulent Data on any Contract or Application: including fraudulent use of credit card numbers is strictly prohibited.

6. Charges and Billing

You agree that VM Farms Inc. shall be permitted to charge your credit card on a monthly basis in advance of providing the VM Farms Services or as needed for prepayments, for your subscription fee, any applicable sales taxes, and any other charges you may incur in connection with your use of VM Farms Services. The monthly subscription fee is billed in full on the first day of your paid subscription and monthly thereafter, unless and until you cancel your subscription.

Prepayments will be billed to your card within 24 hours of their receipt. Prepayments are entitled to a refund if the customer requests a cancellation during the first month of service, the remaining months (minus the cost of the first month) will be credited back to the customer’s account. Any remaining balance on a customer’s account may only be used for VM Farms Services and will not be refunded.

VM Farms Inc. is not responsible for any additional bank fees, interest charges, finance charges, over draft charges, or other fees resulting from charges billed by VM Farms Inc. Currency exchange settlements will be based on agreements between you and the provider of your credit card. In addition, we do not give pro-rated refunds for unused time if cancellation is initiated during the middle of a billing cycle. We reserve the right to change our fees, but will notify you in advance of increases.

All charges are non-refundable unless expressly stated otherwise, or otherwise provided by applicable law. The costs of any returns if permitted will be at your expense, unless otherwise provided by applicable law.

7. Account Cancellation

These Terms of Use and any posted revisions shall remain in full force and effect while you use the VM Farms Services. You may terminate your services at any time, for any reason, by following the instructions on the account options page on the web portal. Your account will be immediately disabled and data deleted upon cancellation. You are obligated to pay all charges due to VM Farms Inc. at the time of cancellation. VM FARMS INC. MAY TERMINATE YOUR MEMBERSHIP AT ANY TIME, WITHOUT WARNING FOR ANY OR NO REASON, WITH OR WITHOUT PRIOR NOTICE OR EXPLANATION, AND WITHOUT LIABILITY. Even after your use of the VM Farms Services is terminated, this Agreement will remain in effect in its entirety.

You agree that any termination of your access to our VM Farms Service may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete any of your accounts and all related information and files in such accounts and/or bar any further access to such files or our VM Farms Service. Further, you agree that we will not be liable to you or any third party for any costs or damages of any kind for or resulting from any termination of your access to our VM Farms Service. You are responsible for the cancellation of your account, backing up your data, and deleting your VM(s). You may cancel your account at any time through the web portal.

8. Limitation of Liability

A. YOU AGREE THAT VM FARMS INC. WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS DAMAGES ARISING FROM YOUR USE OF THE VM FARMS SERVICES), EVEN IF VM FARMS INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM, RELATING TO OR CONNECTED WITH: (A) THE USE OR INABILITY TO USE OUR SERVICE, (B) THE COST OF REPLACEMENT OF ANY GOODS, SERVICES OR INFORMATION PURCHASED OR OBTAINED AS A RESULT OF ANY INFORMATION OBTAINED FROM OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SERVICE, (C) DISCLOSURE OF, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR CONTENT, (D) STATEMENTS, CONDUCT OR OMISSIONS OF ANY SERVICE PROVIDERS OR OTHER THIRD PARTY ON OUR SERVICE OR (E) ANY OTHER MATTER ARISING FROM, RELATING TO OR CONNECTED WITH OUR SERVICE OR THESE TERMS.

B. WE WILL NOT BE LIABLE FOR ANY FAILURE OR DELAY IN PERFORMING UNDER THESE TERMS WHERE SUCH FAILURE OR DELAY IS DUE TO CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING NATURAL CATASTROPHES, GOVERNMENTAL ACTS OR OMISSIONS, LAWS OR REGULATIONS, TERRORISM, LABOR STRIKES OR DIFFICULTIES, COMMUNICATIONS SYSTEMS BREAKDOWNS, HARDWARE OR SOFTWARE FAILURES, TRANSPORTATION STOPPAGES OR SLOWDOWNS OR THE INABILITY TO PROCURE SUPPLIES OR MATERIALS.

C. IN NO EVENT WILL OUR AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY MATTER ARISING FROM, RELATING TO OR CONNECTED WITH OUR SERVICE OR THESE TERMS EXCEED THE LESSER OF (I) THE AMOUNT PAID, IF ANY, BY YOU TO VM FARMS INC. FOR THE PRIOR THREE (3) MONTH PERIOD FOR THE VM FARMS SERVICES, OR (II) THE SUM OF ONE HUNDRED ($100) DOLLARS.

D. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS OF SECTIONS 8 AND 9 MAY NOT APPLY TO YOU.

E. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

9. Indemnification

You agree to indemnify, hold harmless and defend VM Farms Inc., its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising out of or relating to your use of VM Farms Services including any violation of any term of this Agreement. Such claims shall include, but not be limited to, claims based upon trademark, service mark, trade name, copyright and patent infringement, trademark dilution, tortuous interference with contract or prospective business relations, unfair competition, defamation or injury to reputation, or other injuries or damage to business. If you are obligated to indemnify us, VM Farms Inc. will have the right, in our sole and unfettered discretion, to control any action or proceeding and determine whether we wish to settle it, and if so, on what terms. This defense and indemnification obligation will survive this Agreement and your use of the VM Farms Services.

10. Warranties

Although the Site and other VM Farms Services are normally available, there will be occasions when the VM Farms Services will be interrupted for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and equipment that are beyond the control of VM Farms Inc. YOU AGREE THAT OUR SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

YOU AGREE THAT YOUR USE OF VM FARMS SERVICES SHALL BE AT YOUR SOLE RISK. ALL SERVICES PROVIDED BY VM FARMS INC. ARE AVAILABLE AS IS WITHOUT WARRANTIES OR GUARANTEES APPLIED.

11. Disclaimers

YOU AGREE THAT:

A. IF YOU USE OUR SERVICE, YOU DO SO AT YOUR OWN AND SOLE RISK. OUR SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

B. WE DO NOT WARRANT THAT (A) OUR SERVICE WILL MEET YOUR REQUIREMENTS, (B) OUR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) ANY INFORMATION THAT YOU MAY OBTAIN ON OUR SERVICE WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OUR SERVICE WILL MEET YOUR EXPECTATIONS, (E) ANY INFORMATION YOU PROVIDE OR WE COLLECT WILL NOT BE DISCLOSED TO THIRD PARTIES OR (F) ANY ERRORS IN ANY DATA OR SOFTWARE WILL BE CORRECTED. WE ARE NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, FAILURE OF EMAIL OR PLAYERS ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY WEBSITE OR COMBINATION THEREOF, INCLUDING INJURY OR DAMAGE TO USERS OR TO ANY OTHER PERSON'S COMPUTER RELATED TO OR RESULTING FROM PARTICIPATING OR DOWNLOADING MATERIALS IN CONNECTION WITH THE WEB AND/OR IN CONNECTION WITH THE SERVICE. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM ANYONE'S USE OF THE VM FARMS SERVICE, ANY CONTENT POSTED ON THE VM FARMS SERVICE, OR ANY INTERACTIONS BETWEEN USERS OF THE VM FARMS SERVICE.

C. IF YOU ACCESS OR TRANSMIT ANY CONTENT THROUGH THE USE OF OUR SERVICE, YOU DO SO AT YOUR OWN DISCRETION AND YOUR SOLE RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOU IN CONNECTION WITH SUCH ACTIONS. WE ARE NOT RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT POSTED IN CONNECTION WITH THE VM FARMS SERVICE REGARDLESS OF HOW CAUSED.

D. NO DATA, INFORMATION OR ADVICE OBTAINED BY YOU IN ORAL OR WRITTEN FORM FROM US OR THROUGH OR FROM OUR SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

E. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF VM FARMS SERVICES OR THE TERMS OF SERVICE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.

12. Intellectual Property Rights

VM Farms Inc. owns and shall continue to own all proprietary rights in all code and content that we supply as part of the VM Farms Services. You own and shall continue to own all proprietary rights all software code and content (including but not limited to data, text, software, music, sound, photographs, graphics, video, messages, files and attachments) relating to your service.

13. Notice

You agree that VM Farms Inc. may provide you with notices, including those regarding changes to the Terms of Service, by email, regular mail, or postings on VM Farms services.

You represent and warrant that: (i) you own the Content posted by you on or through the VM Farms Services or otherwise have the right to grant the license set forth in this section, (ii) the posting and use of your Content on or through the VM Farms Services does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person, and (iii) the posting of your Content on the VM Farms Services does not result in a breach of contract between you and a third party (including, without limitation, intellectual property rights, rights of privacy or publicity, or any other legal or moral rights).

14. Notice

You agree that VM Farms Inc. may provide you with notices, including those regarding changes to the Terms of Service, by email, regular mail, or postings on VM Farms Services.

15. Force Majeure

Neither party hereto shall be responsible for any losses or damages to the other occasioned by delays in the performance or non-performance of any of said party’s obligations when caused by Acts of God, strike, acts of war, inability of supplies or material or labor or any other cause beyond the reasonable control of the said party.

16. Canadian Export Controls

Software available in connection with the VM Farms Services (the "VM Software") is further subject to Canadian export controls. No VM Software may be downloaded from the VM Farms Services or otherwise exported or re-exported in violation of Canadian export laws. Downloading or using the Software is at your sole risk.

17. Disputes

The Agreement shall be governed by, and construed in accordance with, the laws of the Province of Ontario without reference to conflict of law principles and each party shall attorn to the courts in the City of Toronto, Province of Ontario, Canada for any such dispute. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

18. Assignment

Neither you or VM Farms Inc. may assign or otherwise transfer this Agreement without the written consent of the other party. This Agreement shall ensure to the benefit of and bind the parties hereto and their respective legal representatives, successors and assigns.

19. Severability

In the event any portion of this Agreement is deemed to be invalid or unenforceable, such portion shall be deemed severed and the parties agree that the remaining portions of this Agreement shall remain in full force and effect.

20. Miscellaneous

The Agreement contains the entire understanding of the parties regarding their subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding their subject matter. No failure or delay by a party in exercising any right, power or privilege under these terms shall operate as a waiver thereof. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The invalidity or unenforceability of any term of this Agreement shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods. Les parties acceptent d'un commun accord que la presente entente soit rédigée en anglais.


If you have any questions or concerns about our Terms of Use, the practices of VM Farms Inc. or your dealings with us, you may contact a representative of our company at [email protected] or by regular mail:

675 King St. W.
Suite 301
Toronto, ON
Canada
M5V 1M9