These Terms of Service (the Terms) govern your access to and use of the website located at www.itamnow.buzz (the Website) and the computer systems design, computer integrated systems design, and related professional services provided by Itam Now Corp. (the Company, we, our, or us), a corporation established in Milton, Ontario, Canada. The Website and the services described on it are developed and operated by the developer team under the name ITAMNOW.
By accessing the Website, submitting a message through the contact form, or engaging the Company to perform services, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated into these Terms by reference. If you are using the Website or engaging our services on behalf of a company or other organization, you represent and warrant that you have the authority to bind that organization to these Terms, and the term you in these Terms refers to that organization.
If you do not agree to these Terms or to our Privacy Policy, you must not use the Website and must not engage the Company to perform services. We reserve the right to modify these Terms from time to time, and the version that applies to you is the version in effect at the time you use the Website or enter into an agreement with us.
The Company provides professional services in the field of computer systems design and related services, including computer integrated systems design. Our services include system architecture and design, integration engineering, process automation, data infrastructure and analytics, security and compliance, and managed operations and support. A detailed description of each service is available on the Services page of the Website.
Our services are delivered as professional services under a written agreement (the Agreement) that describes the specific scope of work, deliverables, timelines, fees, and responsibilities of each party. The specific terms of any particular engagement are set out in the applicable Agreement, statement of work, proposal, or quotation. To the extent of any conflict between these Terms and a specific Agreement, the Agreement will prevail with respect to that engagement.
Nothing on the Website constitutes an offer to contract. Information presented on the Website, including service descriptions, capabilities, and illustrative results, is provided for general informational purposes only and does not constitute a binding commitment by the Company. A binding engagement arises only when an Agreement is signed by both parties or when we issue and you accept a written proposal or quotation.
Our Website and services are intended for use by businesses, organizations, and individuals who are legally capable of entering into binding contracts. To use the Website and to engage our services, you must be at least eighteen years of age and must have the legal capacity to agree to these Terms. Our services are not directed to minors, and we do not knowingly provide services to persons under the age of eighteen.
If you access the Website or engage our services on behalf of an organization, you confirm that you are authorized to act on behalf of that organization, that your organization is a validly constituted entity, and that the information you provide about your organization is accurate and current. We may request documentation to verify the identity or authority of a prospective client before commencing an engagement.
We reserve the right to refuse service to any person or organization at our discretion, where permitted by applicable law. We also reserve the right to suspend or terminate access to the Website and to decline or cease an engagement if we have a reasonable basis to believe that the client has violated these Terms, provided that termination of a live engagement will be handled in accordance with the applicable Agreement.
The success of any engagement depends on a clear and honest exchange of information. The client is responsible for providing accurate and complete information about its business, its systems, its requirements, and any constraints that may affect the work. This includes granting us reasonable access to the personnel, systems, data, and facilities needed to perform the services.
The client is responsible for obtaining and maintaining all rights, licenses, and permissions necessary for us to access and work with its systems and data, including access credentials, network permissions, and consent from any third party whose software or data is involved. The client is also responsible for the accuracy and completeness of any data it provides and for ensuring that it has the authority to provide such data to us.
The client agrees to respond promptly to our requests for information, feedback, and approvals, because timely responses are essential to meeting project schedules. If the client fails to provide required information or approvals, we may adjust the timeline accordingly and may charge for reasonable delays to the extent provided in the Agreement. The client is responsible for its own decisions regarding how to use the deliverables we provide.
Each engagement is defined by a scope of work that describes the deliverables, milestones, and acceptance criteria. We will perform the services with reasonable skill, care, and diligence and in accordance with the professional standards reasonably expected of a computer systems design firm. We will use reasonable efforts to meet the milestones and delivery dates set out in the Agreement.
If the client requests changes to the scope of work, we will prepare a written change notice describing the impact on deliverables, timeline, and fees. The change will take effect when both parties agree to it in writing. Work performed outside the defined scope may be billed on a time and materials basis at our then current rates. We are not responsible for delays caused by circumstances outside our reasonable control.
Deliverables will be deemed accepted if the client does not notify us of deficiencies within a reasonable review period set out in the Agreement or, if no period is specified, within ten business days after delivery. After acceptance, minor corrections and fixes may be addressed under the warranty set out in these Terms or in the Agreement, while new features and enhancements will be treated as additional scope.
You agree to use the Website only for lawful purposes and in a manner that does not infringe the rights of others or restrict or inhibit the use and enjoyment of the Website by any other person. You must not use the Website to transmit, distribute, or store material that is unlawful, defamatory, offensive, or that violates the intellectual property rights of any person.
You must not attempt to gain unauthorized access to the Website, to our systems, or to the systems of other users, and you must not interfere with or disrupt the operation of the Website or any server connected to it. You must not introduce malicious software, attempt to probe or scan for vulnerabilities, or use automated means to access or harvest content from the Website.
When using our services, the client agrees to use the deliverables and any system we operate in accordance with our instructions and with applicable law. The client must not use any system we deliver for any unlawful purpose and must not allow unauthorized persons to access systems or data provided under an engagement. We may suspend access to our managed systems if we reasonably believe that continued access presents a security risk, and we will notify the client as soon as practicable.
As between the Company and the client, the client owns the pre-existing materials, data, and intellectual property that it provides to us in connection with an engagement. The Company retains ownership of its pre-existing tools, methodologies, frameworks, code libraries, and know how, including any materials that existed before the engagement or that were developed independently of it.
Unless the Agreement provides otherwise, the client will own the deliverables produced specifically for the engagement, including custom software, documentation, and configurations, upon payment in full of the fees for those deliverables. The Company grants the client a perpetual, non-exclusive, royalty free license to use any pre-existing materials or background intellectual property that we incorporate into the deliverables, solely for use with those deliverables.
We may retain a non-exclusive right to use any general knowledge, skills, and techniques we acquire in the course of an engagement for the benefit of other clients, provided that we do not disclose confidential information or client data in doing so. The Website, including its design, content, and text, is owned by or licensed to the Company and is protected by copyright and other intellectual property laws. You may not copy or redistribute Website content except as permitted by law.
Each party agrees to keep confidential any non-public information disclosed by the other party that is marked as confidential or that would reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure. This includes technical information, business plans, financial data, system details, and personal information handled in the course of an engagement.
Each party will use the other party confidential information only for the purposes of the engagement and will disclose it only to those of its personnel and advisers who need to know it for those purposes and who are bound by obligations of confidentiality. Each party will protect the other party confidential information using the same degree of care it uses to protect its own confidential information, and no less than a reasonable standard of care.
Confidential information does not include information that is or becomes publicly available without breach, that was lawfully in the receiving party possession before disclosure, that is received from a third party without restriction, or that is developed independently without reference to the disclosing party confidential information. These confidentiality obligations will survive the completion or termination of an engagement for a period of five years, except for confidential information that constitutes personal information, which will be protected in accordance with our Privacy Policy.
Fees for our services are set out in the applicable Agreement, proposal, or quotation. Unless otherwise agreed, invoices are payable within thirty days of the invoice date, in the currency specified on the invoice, and by the payment method we specify. Late payments may be subject to interest at the rate permitted by applicable law, and we may suspend work on a project if fees are more than fifteen days overdue.
We will invoice for fixed price engagements according to the payment schedule in the Agreement, which commonly includes a deposit or down payment before work begins, progress payments at defined milestones, and a final payment upon delivery or acceptance. Time and materials engagements are billed monthly based on actual time recorded and expenses incurred, supported by time records available for review upon request.
If the client cancels an engagement, fees for work completed up to the date of cancellation remain due and payable, and we may charge a reasonable cancellation fee to recover committed resources, as set out in the Agreement. We will not be required to deliver any final work product that is not paid for in full. Taxes, including applicable sales taxes, are additional to stated fees unless otherwise indicated.
The Company warrants that it will perform the services in a professional and workmanlike manner and that the deliverables will conform in all material respects to the specifications and scope of work described in the Agreement. If a deliverable does not conform to the agreed specifications, the Company will, at its option, correct the non-conformity or re-perform the affected work at no additional charge.
This warranty applies for a period of ninety days from the date of delivery or acceptance of the affected deliverable, whichever comes first. To make a claim under this warranty, the client must notify us in writing of the non-conformity within the warranty period and must provide us with a reasonable opportunity to investigate and correct the issue. The warranty does not apply to issues caused by misuse, modification by parties other than us, failure to follow our instructions, or third party hardware or software that is not under our control.
Except for the warranties expressly set out in this section and in the Agreement, we provide all services and deliverables on an as is basis. We make no other warranties, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, or non-infringement, except to the extent that such warranties cannot be excluded under applicable law.
To the maximum extent permitted by applicable law, the Company and its directors, officers, employees, contractors, and agents will not be liable to the client or to any third party for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, lost data, business interruption, or loss of goodwill, arising out of or in connection with the services, the deliverables, or the use of the Website.
To the maximum extent permitted by applicable law, the total aggregate liability of the Company for all claims arising out of or relating to an engagement, whether in contract, tort (including negligence), or otherwise, will not exceed the total fees actually paid by the client to the Company for the specific engagement that gives rise to the claim, or one thousand dollars, whichever is greater.
We recommend that the client maintain appropriate insurance and business continuity arrangements, including backups of its own data, because we cannot guarantee that any system will operate without interruption and we are not responsible for loss of data or downtime caused by factors outside our reasonable control. Because some jurisdictions do not allow the exclusion or limitation of certain damages, some of the limitations in this section may not apply to you.
The client will indemnify, defend, and hold harmless the Company and its directors, officers, employees, contractors, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with the client use of the Website, the client use of the deliverables, or the client breach of these Terms or the applicable Agreement.
The client will also indemnify us against claims arising from content, data, or materials provided by the client to us, including claims that such content or data infringes the intellectual property rights of a third party, is unlawful, or violates the rights of any person. The client agrees to cooperate with us in the defense of any such claim and to reimburse us for reasonable costs we incur at the client request in connection with that defense.
The Company will not be responsible for any settlement of a claim made without its written consent. If any deliverable is held or is reasonably likely to be held to infringe a third party intellectual property right, we may, at our option, modify the deliverable to avoid the infringement, procure the right to continue using it, or refund the portion of the fees attributable to the infringing deliverable.
Either party may terminate an engagement for convenience by providing the other party with not less than thirty days written notice, or on the shorter notice period set out in the Agreement. On termination for convenience, the client will pay for all work performed and expenses incurred up to the effective date of termination, and we will deliver work product completed to that date upon payment.
Either party may terminate an engagement immediately by written notice if the other party commits a material breach of the Agreement and fails to cure that breach within fifteen days of receiving written notice of it, or if the other party becomes insolvent, enters bankruptcy or receivership, or ceases to carry on business. On termination for cause, the client will remain liable for fees for work performed up to the date of termination.
Upon termination of an engagement, each party will return or destroy the other party confidential information and client data as directed, subject to any legal or regulatory record keeping obligations. The provisions of these Terms that by their nature should survive termination, including those relating to intellectual property, confidentiality, limitation of liability, indemnification, and payment, will survive any termination or expiration of an engagement.
The Website is provided on an as is and as available basis. We do not warrant that the Website will be uninterrupted, error free, or free of malicious software, or that the content on the Website is complete, accurate, or current. Information on the Website is provided for general purposes and should not be relied upon as professional advice without confirmation from us.
We may change, suspend, or discontinue any part of the Website at any time without notice. We may also impose limits on certain features and may restrict access to parts or all of the Website. We will not be liable for any unavailability of the Website or for any loss or damage caused by reliance on Website content.
Our services are professional services, and we cannot guarantee that any system we design, integrate, or operate will be free from defects or that it will meet the client objectives. Any projections, estimates, or performance expectations discussed in the course of an engagement are provided as estimates only and are subject to change based on actual conditions. The client acknowledges that technology projects carry inherent risks and that the client is responsible for managing those risks.
We may update these Terms from time to time to reflect changes in our services, our business, or applicable law. When we make changes, we will update the effective date at the top of these Terms and post the revised Terms on the Website. Where a change is material, we will take reasonable steps to bring the change to your attention, including by posting a notice on the Website.
Your continued use of the Website or your continued engagement with our services after a revised version of these Terms takes effect will constitute your acceptance of the revised Terms. If you do not agree with a revised version of these Terms, you should stop using the Website and should not enter into any new engagement with us.
Changes to these Terms will not affect the terms of any Agreement that is already in effect between us and a client, unless the Agreement is amended in writing by both parties. Each engagement is governed by the version of these Terms in effect when the corresponding Agreement was signed.
If you have any questions about these Terms, about an engagement, or about the Website, please contact us. We will respond to your enquiry as promptly as we can, and we are happy to discuss any matter before you decide whether to engage our services.
You can reach us by email at request@itamnow.buzz, by telephone at +18149926454, or by mail at the address set out below. Please include enough detail in your message so that we can respond accurately and helpfully.
Itam Now Corp.
52 Bardoe Cres
Milton, ON L9T 0R7
Canada
Email: request@itamnow.buzz
Phone: +18149926454
We are based in Milton, Ontario, Canada, and our principal time zone is Eastern Time. For urgent operational matters relating to an active managed services engagement, please use the incident reporting contact provided in your Agreement rather than the general contact channels on the Website.