Datasafe Services Inc. (herein after called us, our or company,) Will provide you (herein after called client, you, or your) with services under the following Terms and Conditions.

 

INDEMNIFICATION: You shall indemnify, defend, and hold us harmless from and against any and all claims, liens, demands, suits, damages, and liabilities for personal injury, including death and property damage arising out of or related to our services or equipment.

BILLING AND PAYMENT OF CHARGES:  You will receive bills by mail, fax, and or emails which are due in full as shown. Late payments are subject to a fee of $39 for each month or portion late as well as interest at 18% or the highest rate allowed effective from the date of the invoice.

ENFORCEMENT COSTS:  You will pay all costs and expenses, including reasonable attorney’s fees, and court costs incurred by us in exercising any of our rights or remedies when enforcing any of the provisions of this agreement or these Terms and Conditions of Service.

RATES AND CHARGES:  We may raise our rates and charges for services on each annual anniversary of this contract by a maximum of 15%. Fees may be billed up to one month in advance. Units are rounded up to the next full unit for billing purposes. Overfilled units will result in additional charges. You must notify us in writing via certified mail or receipted express service of any disputed charges or service complaints within sixty days of service or you will have waived your right to dispute those charges or receive any type of credit for the services.

TERMINATION OF SERVICE BY US: We may terminate your service without advanced notice for conduct we believe violates any of these Terms and Conditions of Service or for 1. Failure to pay any charges due according to the terms of an invoice. Upon the occurrence of any of these events, we may, in addition to termination of your service, 1. Invoke the liquidated damages clause as defined later in this agreement 2. Declare due the sum of all amounts owed to us by you and pursue any other remedy at law or in equity.

SERVICE TERM:  This contract term begins on the first day that service is provided after both parties have accepted this agreement and continues for thirty six months. At the end of the initial term, the contract will automatically renew for identical length terms and will continue to be automatically renewed for succeeding identical terms. You may terminate the agreement by giving notice at least ninety but not more than 120 days prior to the then current term’s expiration by sending a certified US mail letter to our usual place of business. During the course of this agreement, we will be the sole provider and method of shredding, recycling, document and or any other information media disposal and or document and or information media destruction services used by you and or any subsidiary at any of your locations located inside our service area as defined by us.

FEES
: Upon termination of service for any reason, you will pay us an amount equal to the highest months invoice billed to you as well as a termination fee equal to twice this amount. 

DAMAGES: If you terminate service before the end of any term or if we terminate your service for the reasons listed previously, you agree to pay within 10 days liquidated damages determined by the following steps. Multiply the highest monthly revenue billed to you by us in the twelve months prior to the breach date by the number of months or portion of months remaining in the current contract term. We may also pursue any other   remedy available under law or equity.  

LIMITATION OF LIABILITY: In no event shall we be liable for 1. Any act or omission of any provider of service or facilities other than ours 2. Interruptions, errors, delays or defects in the service provided by us, whether caused by acts of God, fire, war, riots, government authorities or any other cause beyond our  control, claims made against you by third parties, whether public or private in nature 3. Damages caused by any suspension or termination of service by us due to your violation of any of these Terms and Conditions 4. In no event shall our liability extend to indirect, punitive, special, incidental or consequential loses or damages you or any third party may suffer or incur caused by the use of or inability to make use of service and or equipment provided by us by you or any third party; such as, but not limited to, 5. Loss of business, revenue or profits 6. Damages or losses as a result of your inability to fulfill agreements or mandates with third parties.  7. Claims of personal injury 8. Injury to good will. Our sole liability for losses or damages arising out of mistakes, omissions interruptions, delays, errors or defects in service or failures or defects in our facilities or any other causes, including our negligence, shall be limited to credit for the specific service item in question. You hereby release and hold us and our officers, directors, employees and agents harmless from and against any and all claims of any nature arising in any way from your use of any service provided by us and any violation by you of any of these Terms and Conditions of Service. This obligation shall survive termination of your service with us. These Terms and Conditions of Service and your service specifications  comprise the complete agreement between you and us and supersede any and all prior agreements and understandings. Except for verbal orders from you for processing additional requests for service, no term or condition of any other agreement or change to this agreement, whether oral or in writing submitted by you to us shall be binding upon us if inconsistent with, contrary to or in addition to these terms and conditions unless agreed to in writing by a duly authorized corporate officer or designee of company. No term or condition of this agreement, which may be deemed unenforceable shall invalidate any other term or condition of this agreement, all of which shall remain in full force and effect. The non action of us to enforce our rights at a particular point in time shall not be constituted as a waiver of any right to take action in the future. This agreement may be assigned by us but may not be assigned by you. This agreement shall be governed by the laws of Massachusetts, without regard to its conflict of law provisions.

METHODS ACCEPTABLE: You agree that our current procedures meet all your security and regulatory needs. If you wish us to change procedures or operational methods during this agreement we may in our sole judgment agree and or require a renewed agreement. You agree to pay an increased fee determined solely by us for any services or procedures you wish changed.