The Logic Box Terms Of Service and Service Level Agreement
Updated: February 7, 2018
Welcome to The Logic Box's (subsidiary of Mad Artist Publishing Ltd.) legal section. We are thrilled to have you as a user and a partner. Below you will find our Terms of Service (“Terms”), Service Level Agreement ("SLA"), Customer Agreement (this "Agreement") which contain important information about your legal rights written in a way you can understand. When you use The Logic Box Content Management System (“TLBcms”) or The Logic Box Website Hosting ("TLBcloud Hosting"), you’re agreeing to these terms, SLA and agreement. These are necessary in order to protect both you and us, and to make our services possible for all our clients. TLB offers various services and features and part of the terms below may not be relevant to the specific services you use. These Terms of Service ("Terms") cover your use of and access to the CMS sites, templates, products, applications, tools and features (collectively, the "Services") provided by The Logic Box (as defined below), on domains and accounts running The Logic Box services and applications.
Service Level Agreement
The Logic Box Service Level Agreement (“SLA”) is a policy governing the use of the The Logic Box Content Management System (“TLBcms”) and The Logic Box Website Hosting (“TLBcloud Hosting”) under the terms of the The Logic Box Customer Agree (“TLB Agreement”) between The Logic Box (subsidiary of Mad Artist Publishing Ltd.) and users of The Logic Box’ services (“you”). Unless otherwise provided herein, this SLA is subject to the terms of the TLB Agreement and capitalized terms will have the meaning specified in the TLB Agreement. We reserve the right to change the terms of this SLA in accordance with the TLB Agreement.
“Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of minutes during the month in which TLBcms and TLBcloud Hosting, as applicable, was “Unavailable”. Monthly uptime percentage measurements exclude downtime resulting directly or indirectly from any The Logic Box SLA Exclusion (defined below).
“Unavailable” or “Unavailability” is when the TLBcms and/or TLBcloud Hosting have no external connectivity or do not load within a responsible amount of time (more than 30 seconds within multiple 5 minute windows).
A “Service Credit” is a dollar credit, calculated as set forth below, that we may credit back to an eligible account.
The Logic Box (“TLB”) will use commercially reasonable efforts to make TLBcms and TLBcloud Hosting available with a monthly uptime percentage of at least 99.95%, in each case during any monthly billing cycle (the “Service Commitment”). In the event TLBcms and TLBcloud Hosting does not meet the Service Commitment, you will be eligible to receive a Service Credit as described below.
Service Commitments and Service Credits
Service Credits are calculated as a percentage of the total monthly subscription charges paid by you for a specific website or account for either TLBcms and TLBcloud Hosting (whichever was unavailable, or both if both were unavailable).
Less than 99.95% but equal to or greater than 99.0% - Service Credit Percentage - 10%
Less than 99,0% - Service Credit Percentage - 25%
We will apply any Service Credits only against future TLBcms and TLBcloud Hosting payments otherwise due from you. At our discretion, we may issue the Service Credit to the credit card you used to pay for the billing cycle in which the Unavailability occurred. Service Credits will not entitle you to any refund or other payment from The Logic Box. A Service Credit will be applicable and issued only if the credit amount for the applicable monthly billing cycle is greater than one dollar. Service Credits may not be transferred or applied to any other account.
Credit Request and Payment Procedures
To receive a Service Credit, you must submit a claim directly to The Logic Box. To be eligible, the credit request must be received by us by the end of the second billing cycle after which the incident occurred and must include:
- the words “SLA Credit Request” in the subject line;
- the dates and times of each Unavailability incident that you are claiming;
- the affected TLBcms website or TLBcloud Hosting account.
If the monthly uptime percentage of such request is confirmed by us and is less than the service commitment, then we will issue the service credit to you within one billing cycle following the month in which your request is confirmed by us.
The Logic Box SLA Exclusions
The Service Commitment does not apply to any unavailability, suspension or termination of TLBcms and TLBcloud Hosting performance issues: (i) caused by factors outside of our reasonable control, including any force majeure event or Internet access or related problems beyond the demarcation point of TLBcms and TLBcloud Hosting; (ii) that result from any actions or inactions of you or any third party, including code deployments or publishing of content out of our control; (iii) that result from your equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within our direct control and configured by The Logic Box); (iv) that result from any maintenance as provided for pursuant to the TLB Agreement; or (v) arising from our suspension and termination of your right to use TLBcms and TLBcloud Hosting in accordance with the TLB Agreement.
The Logic Box believes in keeping track of our services and ensuring both their uptime and performance needs to be monitored. The Logic Box currently connects to every hosting environment configured by The Logic Box under our direct control on TLBcloud Hosting every 60 minutes to ensure connectivity is always there for publishing content. Reports of this monitoring is separately defined for customers that require this. Monitoring does not apply to TLBcms activated accounts outside of TLBcloud Hosting, on third party equipment, software or other technology not under our direct control.
Data Backup and Redundancy
Business continuity is about designing, deploying and running your application in a way that it is resilient to planned or unplanned disruptive events that result in permanent or temporary loss of the application’s ability to conduct its business function. The unplanned events range from human errors to permanent or temporary outages to regional disasters that could cause wide scale loss. The goal of business continuity is for your application to continue to function during these events with minimal impact on the business function. The Logic Box takes business continuity serious and have built in many measures to ensure our applications run with as little disruption as possible as well as have the proper backups and processes in place to ensure a quick recovery.
All TLBcloud Hosting production environments are deployed in a redundant setup and hosting environment. These environments are backed up and can be rebuild at any time. We use the same logic and methodology to scale up additional servers when needed. Our databases are backed up daily to geo-located data centers to ensure protection across regions. Data backup and Redundancy does not apply to TLBcms activated accounts outside of TLBcloud Hosting, on third party equipment, software or other technology not under our direct control.
Updated: August 15, 2018
This Agreement contains the terms and conditions that govern your access to and use of our Services (as defined below) and is an agreement between The Logic Box - Subsidiary of Mad Artist Publishing LTD. (“TLB,” “we,” “us,” or “our”) and you or the entity you represent (“you”). This Agreement takes effect when you use and/or activate any of the Services (the “Effective Date”). If you are entering into this Agreement for an entity, such as the company you work for, you represent to us that you have legal authority to bind that entity.
TLB may include terms and conditions within your TLB License and Activation Agreement ("TLA") that can supersede this agreement, always review your "TLA" for terms and conditions as well.
Your domain.com/admin login.
If you are provided with a TLBcms login (“Account(s)”), you are responsible for maintaining the security of your account and Digital Channels, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You must not describe or assign keywords in your content in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and TLB may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause TLB. You must immediately notify TLB of any unauthorized uses of your Account(s) or any other breaches of security. TLB will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions. Account(s) are single administrative user accounts, these may be used by a single or by a group of people assigned by you.
By using our Services, you agree to pay all TLB Subscription fees indicated for that service. The details of the Subscription including the fees, payment term and contract term are all outlined in your TLB License Term (TLA). Terms are provided as annual subscriptions only and must be paid upfront. Subscription payment is due before the Services can start or are renewed and are billed as set forth in the TLA. TLB accounts can be canceled by you at any time with 90 days written notice to TLB, this does not mean a refund will be given. Fees are not refundable for unused Services within the contract term. Unless you notify TLB before the end of the applicable subscription period that you want to cancel a Subscription, your Subscription will automatically renew and you authorize us to collect the then-applicable Subscription fee using any credit card or other payment mechanism we have on record for you.
Digital Channel Visitors Responsibility.
TLB has not reviewed, and cannot review, all of the material, including computer software, posted to the Digital Channel, and cannot therefore be responsible for that material’s content, use or effects. By operating the Digital Channel, TLB does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Digital Channel may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Digital Channel may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. TLB disclaims any responsibility for any harm resulting from the use by visitors of the Website, or from any downloading by those visitors of content there posted.
Professional Services can include business strategy, brand strategy, consulting services, application training, digital design, graphic design, user interface design, user experience design, mobile and desktop application development, database migration services, search engine optimization, social media optimization, video marketing and optimization, copywriting, image manipulation, photography, videography, post production services including sound mixing engineering and video editing, provided by TLB to you will follow the requirements and detailed outlined in the agreements specific to those services. The payment and timelines will be agreed upon within those documents and TLB will make all reasonable efforts to meet these timelines. Changes or adjustments to the requirements may effect the timelines and fees associated to the services and will be agreed upon by both parties’ in a separate agreement.
If you activate portions of TLB including TLBcms and/or TLBcloud Hosting which allow content to be collected in your account, or otherwise make (or allow any third party to make) material available by means of the Website (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that:
- the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
- if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
- you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms;
- the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content;
- the Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
- the Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party;
- your Digital Channels are not getting advertised via unwanted electronic messages such as spam links on newsgroups, email lists, other blogs and web sites, and similar unsolicited promotional methods;
- your Digital Channels are not named in a manner that misleads your readers into thinking that you are another person or company. For example, your website’s URL or name is not the name of a person other than yourself or company other than your own; and
- you have, in the case of Content that includes computer code, accurately categorized and/or described the type, nature, uses and effects of the materials, whether requested to do so by TLB or otherwise.
By submitting Content to TLB for inclusion on your Digital Channels, you grant TLB a world-wide, royTLAy-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing and promoting your Digital Channels.
Without limiting any of those representations or warranties, TLB has the right (though not the obligation) to, in TLB's sole discretion (i) refuse or remove any content that, in TLB's reasonable opinion, violates any TLB terms or policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in TLB’s sole discretion. TLB will have no obligation to provide a refund of any amounts previously paid.
TLB strives to provide the latest automation tools and features to its clients. TLB may release and automatically install software upgrades in the form of patches, code fixes, database changes to its TLBcloud Hosting users every 90 days. Software upgrade may alter software file structure, code and/or databases used on hosting environments, however not affect the individual look and settings of user's websites. TLBcms users may opt to use/activate new features installed. TLB software upgrade applies specifically to TLBcloud Hosting accounts with TLBcms Activation Licenses under our direct control. TLBcms Activation Licenses hosted on third party environments may opt into Upgrade & Maintenance Agreement ("UMA"), please contact your account manager to discuss your individual requirements.
This Agreement does not transfer from TLB to you any TLB or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with TLB. The Logic Box, Mad Artist Publishing Ltd., thelogicbox.com, TLBcms, TLBcloud, TLBcloud Hosting logo, and all other trademarks, service marks, graphics and logos used in connection with thelogicbox.com, or the Website are property of TLB. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any TLB or third-party trademarks. All content entered into the TLB Content Management System remains the property of the respected account holder but that account holder is responsible to gather all content in the event of a termination or cancellation of this agreement.
Infringement of Copyright.
As TLB asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by TheLogicbox.com violates your copyright, you are encouraged to notify TLB at your earliest convenience. TLB will terminate a visitor’s access to and use of the Website if, under appropriate circumstances in our sole discretion, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of TLB or others. In the case of such termination, TLB will have no obligation to provide a refund of any amounts previously paid to TLB.
If you wish to terminate your Subscription, you must give 90 days written notice to TLB. You may also terminate this Agreement if we materially breach this Agreement and do not cure our breach (to the extent it may be cured) within 30 days notice of our breach, and in the event we shall refund to you any Subscription fees that you have prepaid for the period after the effective date of termination. TLB must give 180 days notice to terminate your Subscription unless you materially breach this agreement and fail to cure such breach within 30 days from TLB’s notice to you thereof. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
TLB reserves the right to change or modify any of the terms and conditions contained in this Agreement, or any policy or guideline on this Website, at any time and in its sole discretion. If we do so, we will notify you at the email address you provide in your registration information, if any. If you do not agree with the changes, you can cancel your account with us without further obligation. Unless otherwise specified, any changes or modifications will be effective immediately upon posting of the revisions, and your continued use of our Services after such time will constitute your acceptance of such changes or modifications. You should from time to time review this Agreement and any policies and documents incorporated in them to understand the terms and conditions that apply to your use of our Services. If you do not agree to any amended agreement, you must stop using our Services. If you have any questions about the Agreement, please contact us immediately. TLB may also, in the future, offer new services and/or features (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement, as amended from time to time.
Warranties and Disclaimer of Warranties.
TLB uses reasonable administrative, physical and technical safeguards for the protection, confidentiality and integrity of the Services (including any content that you provide us) and your confidential information. The Services are otherwise provided “as is”, and TLB and its suppliers and licensors hereby disclaim all other warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither TLB nor its suppliers and licensors, makes any warranty that the Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services at your own discretion and risk.
Limitation of Liability.
In no event will either party (or our suppliers or licensors) be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement or substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to TLB under this Agreement during the twelve (12) month period prior to the cause of action. TLB shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply (i) to the extent prohibited by applicable law, (ii) to loss, damage or claims arising from a party's fraud, gross negligence or willful misconduct, (iii) to your indemnity in Section 13, or (iv) to your obligation to pay fees due under this Agreement.
General Representation and Warranty.
Indemnification by you.
You agree to indemnify and hold harmless TLB, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Services, including but not limited to your violation of this Agreement.
Indemnification by us.
We will defend you against any claim, demand, suit or proceeding made or brought against you by a third party (i) alleging that our Services infringe or misappropriate such third party’s intellectual property rights or (ii) directly caused by our fraud, willful misconduct or deliberate wrongdoing (each, a “Claim Against You”), and will indemnify you from any damages, attorney fees and costs finally awarded against you as a result of, or for amounts paid by you under a settlement approved by us in writing of, a Claim Against You, provided you (a) promptly give us written notice of the Claim Against You, (b) give us sole control of the defense and settlement of the Claim Against You (except that we may not settle any Claim Against You unless it unconditionally releases you of all liability), and (c) give us all reasonable assistance, at our expense. If we receive information about an infringement or misappropriation claim related to the Services, we may in our discretion and at no cost to you (i) modify the Services so that they are no longer claimed to infringe or misappropriate, without breaching our warranties in this Agreement, (ii) obtain a license for your continued use of the infringing Service in accordance with this Agreement, or (iii) terminate your subscriptions for the infringing Service upon 30 days’ written notice and refund you any prepaid fees covering the remainder of the term of the terminated subscriptions. The above defense and indemnification obligations do not apply to the extent a Claim Against You arises from your content, or your use of the Services in violation of this Agreement or applicable law.
This Agreement constitutes the entire agreement between TLB and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of TLB, or by the posting by TLB of a revised version in accordance with this Agreement. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Services and all disputes, claims or other matters arising from or relating to your use of the Services will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. The proper venue for any disputes arising out of or relating to any of the same will be courts situated in the City of Toronto, Province of Ontario and you submit to the jurisdiction of such courts. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; TLB may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. The parties confirm that it is their wish that this Agreement, as well as any other documents relating to this Agreement, including notices, have been and shall be drawn up in the English language only. Les parties reconnaissent avoir convenue que la présente convention ainsi que tous documents, avis et procédures judiciaires qui pourront être exécutés, donnés ou intentées à la suite des présentes ou ayant un rapport, direct ou indirect, avec la présente convention soient rédigée en anglais.
“API” means an application program interface.
“Content” means software (including machine images), data, text, audio, video, images or other content.
“Digital Channel” means any destination of your digital content, for example a website, mobile site, mobile app, kiosk, or anywhere you content is pushed or pulled from APIs and TLB.
“Documentation” means the developer guides, getting started guides, user guides, quick reference guides, and other technical and operations manuals and specifications for the Services, as such documentation may be updated by us from time to time.
“End User” means any individual or entity that directly or indirectly through another user: (a) accesses or uses Your Content; or (b) otherwise accesses or uses the Services under your account. The term “End User” does not include individuals or entities when they are accessing or using the Services or any Content under their own TLB Account, rather than your account.
“Services” means the any service we provide to our Customers. This includes Professional Services, Support, the TLBcms Content Management System, TLBcloud Hosting, any associated APIs, and any other product or service we provide.
“Subscription” means any agreement to use any ongoing Services that include software licensing, website hosting, support plans, and/or any ongoing products or professional services we provide.
“Your Content” means Content you or any End User (a) run on the Services, (b) cause to interface with the Services, or (c) upload to the Services under your account or otherwise transfer, process, use or store in connection with your account.
Updated: August 15, 2018
At The Logic Box ("TLB") your privacy is always protected.
At no time will we ask you for personal information unless we require it. If you decide to take on our professional services, you may be asked to answer business questionaires that are designed to assist us in providing you with an estimated quote or proposal and the information will not be shared with anyone.
We do not store personal information on our servers unless required for on-going operation of one of our services.
We don’t share your personal information with third parties under any circumstance except to comply with the law, provide you with our products and services, or protect our rights or the rights of other people.
It is TLB’s policy to respect your privacy regarding any information we may collect while operating our websites.
What Information Do We Collect?
Like most website operators, TLB collects non-personal information of the sort that web browsers and servers typically make available, such as the browser type, language preference, referring site, and the date and time of each visitor request. TLB’s purpose in collecting non-personally identifying information is to better understand how TLB's visitors use its website. From time to time, TLB may release non-personal information in the aggregate, e.g., by publishing a report on trends in the usage of its website.
TLB also collects potentially personal information like Internet Protocol (IP) addresses for logged in users and for users leaving comments on solutions hosted on TLBcloud Hosting. TLB only discloses logged in user and commenter IP addresses under the same circumstances that it uses and discloses personal information as described below, except that user generated content (“UGC”) IP addresses are visible and disclosed to the administrators of the UGC where the comment was left.
TLB may collect statistics about the behaviour of visitors to its websites. For instance, TLB may monitor the most popular solutions built on TLB . TLB may display this information publicly or provide it to others. However, TLB does not disclose personal information other than as described below.
TLB’s websites, with the drawback that certain features of TLB’s websites may not function properly without the aid of cookies.
Certain visitors to TLB’s websites choose to interact with TLB in ways that require TLB to gather personal information. The amount and type of information that TLB gathers depends on the nature of the interaction. For example, we ask visitors who sign up for an account or newsletter at www.thelogicbox.com to provide an email address and as well are asked to provide additional information, including as necessary the personal and financial information required to process licensing transactions. In each case, TLB collects such information only insofar as is necessary or appropriate to fulfill the purpose of the visitor’s interaction with TLB. And visitors can always refuse to supply personal information, with the caveat that it may prevent them from engaging in certain website-related activities.
How Do We Use the Personal Information We Collect?
We may also use personal information about you to improve our marketing and promotional efforts, to analyze Site usage, to improve our content and product offerings, and to customize the Site's content, layout, and services. These uses improve the Site and better tailor it to meet your needs, so as to provide you with a smooth, efficient, safe and customized experience while using the Site.
If you are a registered user of an TLB website and have supplied your email address, TLB may occasionally send you an email to tell you about new features, solicit your feedback, or just keep you up to date with what’s going on with TLB and our products. We primarily use our various product blogs to communicate this type of information, so we expect to keep this type of email to a minimum. If you send us a request (for example via a support email or via one of our feedback mechanisms), we reserve the right to publish it in order to help us clarify or respond to your request or to help us support other users. TLB takes all measures reasonably necessary to protect against the unauthorized access, use, alteration or destruction of potentially personal and personal information.
How Do We Disclose Your Personal Information?
TLB discloses potentially personal and personal information only to those of its employees, contractors and affiliated organizations that (i) need to know that information in order to process it on TLB’s behalf or to provide services available at TLB’s websites, and (ii) that have agreed not to disclose it to others. Some of those employees, contractors and affiliated organizations may be located outside of your home country; by using TLB’s websites, you consent to the transfer of such information to them. TLB will not rent or sell potentially personal and personal information to anyone. Other than to its employees, contractors and affiliated organizations, as described above, TLB discloses potentially personal and personal information only in response to a subpoena, court order or other governmental request, or when TLB believes in good faith that disclosure is reasonably necessary to protect the property or rights of TLB, third parties or the public at large.
Also, if TLB, or substantially all of its assets were acquired, or in the unlikely event that TLB goes out of business or enters bankruptcy, user information would be one of the assets that is transferred or acquired by a third party. You acknowledge that such transfers may occur, and that any acquiror of TLB may continue to use your personal information as set forth in this policy.
Information on our approach to the General Data Protection Regulation (GDPR) can be found here.