Ayebiz - Your Business and Technology Partner

The following terms and conditions ("Terms" or this "Agreement"), together with any other policies or guidelines referenced herein, consititute the contract between you and Ayebiz Inc. ("Ayebiz") detailing your rights and obligations regarding your access to and use of the Ayebiz Tech Support service ("Service" or "Services"). These Terms govern the use of the Service, whether Ayebiz provides the Service through a telephone agent or through the Ayebiz Tech Support website ("Site") or by an on-site technician. By using the Service, you agree to these Terms.

 Updates

At the discretion of Ayebiz, these Terms may be amended or updated from time to time, withou prior notice to you. Ayebiz reserves the right to make any such updates by posting the revised Terms on the Site. You can review the most recent version of these Terms at any time on the Site and it is your responsibility to reoutinely review there Terms. Your continued use of the Service following any change in Terms constitutes your accesptance of those changes.

Description of Service - Scope of Support

The goal of the service is to offer you support services over the telephone, via the Internet or on-site. Our technicians will attempt to assist you with software and hardware installation, configuration, performance and security and other technology matters that are specifically included in the Service you register for, but nothing in these Terms or the Site shall constitute, or shall be construed as, a guarantee of any results. By registering for the Service, you agree to allow Ayebiz to use whatever tools deemed necessary to repair your computer, including remote access. The Services are available to small business customers. The Services cannot be directly or indirectly resold or otherwise made available by you to others and they cannot be made available to anyone outside of your small business.

AYEBIZ RESERVES THE RIGHT TO REFRAIN FROM PROVIDING ANY OR ALL REQUESTED SERVICES ON THE BASIS THAT MINIMUM SYSTEM REQUIREMENTS ARE NOT MET, OR IF TECHNICAL CONDITIONS OR CUSTOMER REQUIREMENTS ARE BEYOND THE SCOPE OF SERVICES AS REASONABLY DETERMINED BY AYEBIZ OR ITS THIRD PARTY SERVICE PROVIDER.

Technical problems that may arise may be the result of software or hardware errors not yet resolved by the hardware or software manufacturer. Ayebiz has limited proprietary information from vendors, manufacturers and developers and may not have the ability to obtain the proprietary information that may be necessary to resolve a specific technical problem.

Since our advice to you may include steps that you will need to take before the problem can be resolved such as buying cables or cords, acquiring software, etc., Ayebiz will keep your teicket open so that it can be referenced again when you are ready to go the next step. If you cannot pursue the course of action Ayebiz recommends, Ayebiz will consider the ticket closed.

Ayebiz does not assist with computer programming or development support. Moreover, this is not a hardware warranty service. Ayebiz will not replace broken equipment as part of the Service. Ayebiz reserves the right to reduce or expand the scope of support offered by the Service without prior notice to you.

Software

You understand and agree that subscription to the service does not include free upgrades of existing software, operating systems, or applications. Furthermore, use of this Service does not constitute a license to use software, applications or equipment from Ayebiz. Ayebiz does not provide any such upgrades or license through this Service. However, in connection with our Service, our third party providers may provide to you, via download, CD, other media, or other delivery method the use of certain software which is owned or licensed by them, and which may be provided free or for a fee, including without limitation client and/or network security software ("Provider Software"). The Provider Software is governed by the terms of that license agreement. You may not install or use any Provider Software that is accompanied by or includes an end user license agreement. You acknowledge and agree that you may be required to install and download Provider Software pursuant to those terms and conditions to permit the Service.

As part of the Services, Ayebiz may suggest that you acquire, install and use certain third party software. Third party software, whether or not suggested by Ayebiz (referred to herein, collectively with Provider Software, as "Third Party Software"), is licensed to you by the respective owners or licensees of the Third Party Software. You must agree to the terms and conditions set forth by such owneers or licensees before installing Third Party Software, regardless of whether Ayebiz assists you in the acquistion, installation, and/or use of Third Party Software, because your use of Third Party Software and does not make any representation or warranty regarding the Third Party Software.

To the extent that Ayebiz provides technical assistance and support for Third Party Software or equipment, you must ensure that you comply with the terms and conditions under which you licensed such Third Party Software or purchased such equipment. We make no warranty that we are an authorized service provider for Third Party Software or for any equipment; it is your sole responsibility to determine if you require additional rights for us to provide such support, and if so, to acquire such rights.

Your Responsibility for Loss of Data and Software; Communication Connections

You understand and agree that prior to contacting or allowing Ayebiz to perform services on your computer, it is your sole responsibility to back up the data, software, information and other files stored on your computer disks and drives. You acknowledge and agree that Ayebiz shall not be responsible under any circumstance for any loss, alteration or corruption of data, software or files. You are solely responsible for acquiring and maintaining the Internet and telecommunications services and devices required to access and use the Service.

Representations by Customer

You represent that you are a legal license holder of the software on your machine. Ayebiz will not assist you if you are not the legal license holder. You further represent that you are the owner of any hardware or network devices you request Ayebiz to assist you with in association with the Service.

If you are an individual, you must be an adult of at least 18 years of age to subscribe to the Service and by requesting the Service, you confirm you are an adult of at least 18 years of age. If you are a business entity, you confirm (through your duly authorized representative) that you are a corporation, partnership or other legal entity duly formed (and incorporated if applicable) in good standing where required to do business with all legal authority and power to accept these Terms. You are also confirming that these Terms constitute a valid and binding obligation on you.

All information that you provide to Ayebiz must be accurate, including your name, address, credit or charge card numbers, expiration dates or any other Service payment information required by Ayebiz. You further represent that you are authorized to bill the charges to the credit card that you provide Ayebiz.

Privacy; Compliance with Applicable Laws

This Service will be subject to Ayebiz's privacy policies. If Ayebiz works with you on any password or other access control oriented problems, Ayebiz strongly recommends that you reset such password(s) immediately following the completion of the Service. See the following link for information...http:///www.ayebiz....

Use of the Service is also subject to applicable local, state, national and international laws and regulations, including but not limited to the United States Exports laws. You agree to comply with such laws and regulations.

Some of the Services may be offered to you conditioned on your purchase of a subscription. The minimum term for a service package subscription is one (1) year. Unless you provide us with prior written notice, your subscription will renew automatically on a month-to-month basis after the original one (1) year term of your subscription. The renewal price will be the same as the original price you agreed to pay, unless we notify you in advance. Fees and charges for the Services can only be paid by a credit card. You agree that Ayebiz or its agent will charge the credit card you provide for all Services, and you agree to pay the applicable charges according to the terms and conditions of that card. By authorizing Ayebiz to charge a credit card, you authorize Ayebiz or its agent to automatically continue charging that card (or any replacement credit card if the original card is renewed, lost, stolen or changed for any reason by the credit-issuing entity, and such entity informs Ayebiz of such new replacement account) for all fees and charges associated with the Services. If you a purchase a service package subscription, you will be billed the applicable monthly service package subscription rate for twelve (12) concurrent monthly billing cycles and any additional monthly terms in effect pursuant to this Agreement. If you terminate the one (1) year subscription, you will be charged a fifty ($50.00) dollar early termination fee. Monthly fees and charges (under subscription plans) will be charged to your credit card one month in advance; fees and charges for services outside a subscription plan will be charged to your credit card in arrears. Charges will include charges for the Service subscription plan, activation fees, hourly charges, minimum service fees, no-show fees, fail to cancel fees, termination fees, other non-recurring charges and set-up fees and all applicable taxes. Ayebiz can provide you a statement itemizing the services and fees that correspond to the charges billed to your credit card. You must notify Ayebiz in writing if you intend to: 1) discontinue the service; 2) change the credit card on record. Ayebiz does not accept debit cards for payment of any charge or fee.

Ayebiz reserves the right to reject the credit card you have provided, and will either request a different credit card for billing, or will not complete your order. Service to you may be denied, suspended or discontinued without notice at any time if your credit card account is suspended, put on hold, or becomes inactive, or if the date on your credit card expires and you have not provided us with updated information for an active account prior to such expiration, or if your credit card provider denies or discontinues providing payment to us, or if you otherwise fail to make payment to us when due.

Ayebiz agrees to attempt to assist you without an additional charge if within five (5) days after the initial service call the same problem identified on the initial service call recurs, with such assistance to be provided without an additional charge only during such five (5) day period. This is not a repair service or a repair service agreement, and no guarantee or warranty is provided, and your liability for payment is not conditioned on any repair or correction of your reported problem.

Ayebiz may, at any time, with notice by email or other means of communication, change the amount of or basis for determining any fee or charge or institute new fees or charges for the Service. If fees are charged on an hourly basis, any estimate given to you of the required service time is an estimate only and not an cap on the fees that will be actually incurred. All fees and charges are payable in accordance with billing terms in effect at the time the fee or charge becomes payable. Unless otherwise stated, all amounts are in U.S. Dollars.

If any portion of your bill is not paid by the due date, Ayebiz may charge you a late fee on unpaid balances and may also terminate or suspend your Service without notice. The late fee will be the lesser of five percent (5%) per month, or the highest rate permitted by law. In the event Ayebiz utilizes a collection agency or resorts to legal action to recover monies due, you agree to reimburse us for all expenses incurred to recover such monies, including attorneys' fees.

Whether you are accessing the Service from your business or away from your business, you are responsible for all telephone charges.

Ayebiz reserves the right to charge service fees to a customer's credit card up to eight (8) weeks after the conclusion of service.

For on-site services, our technicians must have your consent to enter your premises, clear access to the computer(s) and/or peripheral(s) to be serviced, and a safe working environment. A person at least 18 years of age authorized by you must be present for the entire time period during which services are provided. If these requirements are not met when the technician arrives, a $65 cancellation charge will be assessed.

It is your responsibility to back up all data, software, information and other files stored on your computer disks and drives before the technician arrives. Ayebiz and/or its third-party service providers shall not be responsible at any time for any loss, alteration, or corruption of any software, data, or files. You are also responsible for removing from the work environment all property and materials that could be damaged or cause damage as a result of our services.

YOUR USE OF THE SERVICE, THIS SITE AND THE INFORMATION ON THIS SITE IS AT YOUR OWN RISK.

AYEBIZ MAKES NO WARRANTY THAT (i) THE SERVICE AND/OR SITE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE AND/OR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE AND/OR SITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE AND/OR SITE WILL MEET YOUR EXPECTATIONS, (v) THAT THE OPERATION OR FUNCTIONALITY OF THE SERVICE AND/OR SITE WILL BE FREE OF DEFECTS, OR THAT ANY SUCH DEFECTS WILL BE CORRECTED, or (v) THAT ANY RESPONSE TIMES OR APPOINTMENT TIMES WILL BE MET BY AYEBIZ OR ITS SERVICE PROVIDERS.

AYEBIZ DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THIS SITE AND ITS SERVER ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL GOODS. IF YOUR USE OF THE SERVICES, THE SITE OR THE MATERIALS RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, AYEBIZ IS NOT RESPONSIBLE FOR THOSE COSTS.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AYEBIZ OR THROUGH OR FROM THE SERVICE AND/OR SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. THE SERVICES, THE SITE, THE CONTENTS THEREIN, AND ANY MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE," AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, QUIET ENJOYMENT, NON-INFRINGEMENT, TITLE AND FITNESS FOR A PARTICULAR PURPOSE.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT AYEBIZ AND ITS DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, AS WELL AS ANY AYEBIZ PARENT, AFFILIATE OR SUBSIDIARY, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, LOSS OF GOODWILL OR SAVINGS, DOWNTIME, CORRUPTION OR REPLACEMENT OF PROGRAMS AND DATA, OR OTHER TANGIBLE INTANGIBLE LOSSES (EVEN IF AYEBIZ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) ARISING OUT OF (A) THE USE OF THE SERVICES, (B) THE CONTENT ON THE SITE, (C) WEB SITES LINKED TO THIS SITE AND THE CONTENT, GOODS AND/OR SERVICES PROVIDED THEREIN (D) ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE UPON THE INFORMATION WITHIN OR CONTENT OF, THE SITE OR OTHERWISE PROVIDED IN CONNECTION WITH THE SERVICES, AND/OR (E) THE INABILITY TO USE THE SERVICES, INCLUDING BUT NOT LIMITED TO INABILITY TO ACCESS THE SITE AND CONTENT CONTAINED THEREIN, IN THE CASE OF EACH OF THE FOREGOING CLAUSES (A) THROUGH (D) WHETHER SUCH DAMAGES ARE BASED IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE (BUT EXCLUDING CLAIMS ARISING OUT OF PERSONAL INJURY OR DEATH) EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

AYEBIZ'S TOTAL LIABILITY ARISING OUT OF THE SERVICES, OR FROM AYEBIZ'S NEGLIGENCE OR OTHER ACTS OR OMISSIONS, IF ANY, SHALL BE, AT AYEBIZ'S SOLE DISCRETION AND OPTION, TO (a) REPERFORM THE SERVICES, OR (b) REFUND THE CHARGES AND FEES PAID BY YOU FOR THE SERVICE GIVING RISE TO CLAIM, IF ANY. THE REMEDIES FOR A FAILURE OR BREACH OF SUCH LIMITED WARRANTY ARE EXCLUSIVE AND YOU AGREE THAT UNDER NO CIRCUMSTANCE WILL AYEBIZ BE LIABLE TO YOU FOR ANY MORE THAN WHAT YOU PAID FOR THE SERVICE.

ALL LIMITATIONS, DISCLAIMERS AND RIGHTS STATED ANYWHERE IN THESE TERMS AND CONDITIONS FOR THE BENEFIT OF AYEBIZ ALSO APPLY TO AYEBIZ'S PARENT, AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, AS THIRD PARTY BENEFICIARIES OF THIS AGREEMENT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, IF THESE LAWS APPLY TO YOU, OUR EXCLUSIONS OR LIMITATIONS APPLY TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW. THE PROVISIONS OF THIS SECTION TITLED "LIMITATION OF LIABILITY" AND THE PRIOR SECTION TITLED "DISCLAIMER OF WARRANTIES" AND THE FOLLOWING SECTION "APPLICATION OF THESE TERMS AND CONDITIONS TO THIRD PARTY SERVICE PROVIDERS, ETC." WILL SURVIVE ANY TERMINATION OF THIS AGREEMENT.

ALL LIMITATIONS, DISCLAIMERS AND RIGHTS STATED ANYWHERE IN THESE TERMS AND CONDITIONS FOR THE BENEFIT OF AYEBIZ APPLY TO YOUR USE OF THIRD PARTY SOFTWARE, WITHOUT PREJUDICE TO ANY LIMITATIONS, DISCLAIMERS AND RIGHTS STATED IN ANY LICENSE AGREEMENT FOR THE BENEFIT OF THE PARTY LICENSING SUCH THIRD PARTY SOFTWARE TO YOU. SUCH THIRD PARTY SOFTWARE.

ALL LIMITATIONS, DISCLAIMERS AND RIGHTS STATED ANYWHERE IN THESE TERMS AND CONDITIONS FOR THE BENEFIT OF AYEBIZ ALSO APPLY TO AYEBIZ'S THIRD PARTY SERVICE PROVIDERS, INDEPENDENT CONTRACTORS, LICENSORS AND SUPPLIERS AS THIRD PARTY BENEFICIARIES OF THIS AGREEMENT.ALSO, ALL LIMITATIONS, DISCLAIMERS AND RIGHTS STATED ANYWHERE IN THESE TERMS AND CONDITIONS FOR THE BENEFIT OF AYEBIZ APPLY TO YOUR USE OF THIRD PARTY SOFTWARE, WITHOUT PREJUDICE TO ANY LIMITATIONS, DISCLAIMERS AND RIGHTS STATED IN ANY LICENSE AGREEMENT FOR THE BENEFIT OF THE PARTY LICENSING SUCH THIRD PARTY SOFTWARE TO YOU.

If Ayebiz and/or its third-party service provider's ability to render services is impaired by circumstances beyond the control of Ayebiz and/or its third-party service provider, Ayebiz and/or its third-party service provider may choose not to provide Service.

You agree to indemnify, defend, hold harmless and release Ayebiz, its parent, affiliates and subsidiaries and their respective directors, officers, employees and agents, from and against any and all losses, liabilities, claims, damages, costs and expenses, including reasonable attorney's fees, arising from or related to your use of the Service and/or the Site.

These Terms and the relationship between you and Ayebiz will be governed by the laws of the State of California, without regard to its conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located within Alameda County, California. You further agree that any dispute arising from your use of the Service must be brought exclusively with the courts of Alameda County, California.

These Terms, and any other policies or guidelines referenced herein, constitute the entire agreement between Ayebiz and you in connection with the Service. These Terms govern your use of the Service, superseding any prior or contemporaneous written or oral communications, proposals, representations and agreements between you and Ayebiz with respect to the subject matter of these Terms. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect. 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 the Service or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The failure of Ayebiz to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If you violate any of these Terms, Ayebiz may in its sole discretion terminate or suspend your access and use of the Service immediately without notice. You agree that Ayebiz shall not be liable to you or any third party for any termination of your access to the Service. Ayebiz may, but you may not, assign your rights or obligations under the contract embodied by these Terms.

Subsidiaries and affiliates of Ayebiz Inc. provide products and services under the Ayebiz brand. © 2009 AyebizIntellectual Property. All rights reserved. Ayebiz, the Ayebiz logo and all other Ayebiz marks contained herein are trademarks of Ayebiz Intellectual Property and/or Ayebiz affiliated companies.