These Terms of Service set out the rules that apply when you browse the website at https://www.scaleditm.buzz and when you engage Scaled Itm Inc., a company based at 25 Monument Trail, Brampton - L7A 4M9, Canada (CA), to provide infrastructure scaling and managed operations services. The website and related material are developed and operated by the developer ScaledITM on behalf of the company. Please read these terms carefully before you use the site or accept any proposal. By accessing the website, or by accepting and paying for a service, you agree to be bound by the terms reproduced below.
These terms create a binding agreement between you, the person or organization reading and using this website or engaging our services, and Scaled Itm Inc. Where this document uses the words you and your, they refer to the individual visitor, to the business or other entity that the visitor represents, or to both where the context requires. Where it uses we, us, and our, it refers to Scaled Itm Inc.
If you are using the website or requesting a service on behalf of an employer or another entity, you confirm that you have the authority to bind that entity to these terms. Should the entity later dispute an obligation, you understand that the entity and the individual who represented it during the engagement may both be responsible for meeting the agreed commitments.
Scaled Itm Inc. provides computer system design and related technical advisory and managed operations services. The company sits within the Professional, Scientific, and Technical Services sector and focuses on computer integrated systems design, including the planning, orchestration, and activation of computing capacity for online and data-driven businesses.
The company is registered in Canada with its place of business at 25 Monument Trail, Brampton - L7A 4M9, Canada (CA). The website and its content are developed and operated by the developer ScaledITM. Nothing in these terms alters the fact that the contracting counterparty for any paid service is Scaled Itm Inc.
By accessing, browsing, or making use of any part of the website, you agree to be bound by the version of these terms that is in effect at the time of your visit. Your continued use of the website after we publish revised terms signals your acceptance of the changes, subject always to the limits imposed by law.
When you request a written quotation for a paid service and accept that quotation, either by signing a proposal, by confirming acceptance in writing, or by authorising an online order, you enter a separate services agreement. That services agreement will incorporate these terms by reference unless the proposal expressly overrides one or more clauses. Where a conflict appears, the specific terms written into the accepted proposal will prevail over these general terms to the extent of the conflict.
You may use the website only for lawful purposes and only in ways that do not interfere with the operation or security of the site. You confirm that you are at least sixteen years of age, or that you have reached the age of majority in the jurisdiction where you reside, and that you have the legal capacity to enter into a binding agreement.
Our content describes professional infrastructure services and is intended for adults with a commercial or technical interest in those services. We do not offer our managed operations services to individuals for purely personal or domestic purposes, and we reserve the right to decline an engagement where the intended use falls outside our normal professional scope.
The services we describe on the website include, but are not limited to, cloud capacity planning, Kubernetes and container scaling, database sharding and replication, cost optimization reviews, incident response retainers, and performance load testing. Each service is described generally on the relevant pages so that you can understand the nature and value of the work we perform.
Detailed deliverables, milestones, timeframes, and acceptance criteria for a particular engagement are set out in the written proposal that we issue to you. The general descriptions on the website are for orientation and do not, on their own, constitute a binding promise of a specific outcome or a specific set of deliverables. The signed proposal forms the definitive statement of scope for any paid work.
We may phase large engagements into stages. Each stage may be scoped, reviewed, and invoiced separately, and the commencement of a later stage depends on confirmation from you and, where required, on successful completion of the earlier stage.
A quotation issued by us is an invitation to you to accept an engagement on the terms stated. Any quotation that we provide is valid for the period named in the document, which is typically thirty days from the date of issue. If the period lapses before you accept, we may revise the quotation to reflect any changes in your requirements, in resource prices, or in the market.
An engagement begins when you accept a quotation, which may be expressed in the manner the quotation specifies. Until that acceptance is confirmed, no obligation to perform work exists on either side, and any preliminary discussions or estimates we share with you do not constitute a binding commitment by you or by us.
If circumstances change materially after acceptance, for example because we discover far greater complexity than the quotation reasonably anticipated or because you change the scope, we will discuss the impact with you and may propose a revised quotation before continuing beyond the originally budgeted work.
For our work to succeed, you agree to provide reasonable and timely access to the information, systems, personnel, and decision-making that the engagement requires. This includes sharing accurate details about your current environment, granting the permissions described in an engagement, responding to our requests for clarification without unreasonable delay, and appointing a named point of contact who can make decisions on your behalf.
You remain responsible for the accuracy and completeness of the information you supply, for your own internal approvals, for compliance with laws that apply to your industry, and for securing any consent that your own users require before we process data on their behalf as part of a service.
Delays caused by an outstanding client responsibility may affect project schedules. If a delay is substantial and is not caused by us, we may adjust delivery timelines accordingly and, where a fixed timeline was agreed, we will agree a practical revised schedule with you before the delay causes avoidable cost.
Certain services require our engineers to connect to systems that you control. You agree to provide only the access that the scoped work reasonably requires and to inform us promptly when that access should be revoked. We will use the access solely for the purposes of the engagement and will not access unrelated data, unless doing so is necessary to carry out the agreed task.
You agree that the credentials you provide for our use are issued under your authority and that you will keep any shared secrets out of unnecessary circulation. Where we rotate or generate credentials as part of our work, we will hand them over securely and advise you on changing them after the project reaches completion, so that ongoing access is limited to the people you choose.
We will document the nature and extent of the access we hold for an engagement and will reduce that access as the scope of the work narrows. Upon completion or termination of an engagement, we will remove our access from your systems on the schedule agreed in the proposal, and where no schedule is agreed, within a practical period after the work ends.
Fees for a service are stated in the quotation you accept. Unless the quotation says otherwise, fees are expressed in the currency of the quotation and do not include applicable taxes, duties, or foreign exchange differences, which will be added at the rate required by law.
We invoice in the manner stated in the quotation, which may be a single invoice on completion, an advance invoice before work begins, or a schedule of milestone invoices through the engagement. Unless the quotation specifies a different term, payment is due within thirty days from the date of the invoice.
If an invoice is not paid by its due date, we may suspend the affected services after giving you reasonable notice, and we may apply the interest and collection remedies allowed by law. We may also decline to start a new stage until overdue amounts from an earlier stage are settled. Advance payments that we have already earned by performing work are not refundable, whereas advance payments that cover unperformed work may be refunded on a pro-rata basis if an engagement is cancelled in the manner described below.
Each engagement runs for the term set out in its proposal, or where no term is stated, until the agreed services have been delivered and the final invoice is settled. Subscription-style services such as a monitoring or incident response retainer continue for the renewal periods named in the proposal unless either party gives written notice of non-renewal before the end of the current period.
Either party may terminate an engagement for convenience by giving the notice period named in the proposal, which is typically thirty days unless the parties agree otherwise. Where termination for convenience occurs, you will pay for all work performed up to the effective termination date and for any non-refundable commitments already made on your behalf.
Either party may terminate immediately on written notice if the other party commits a material breach of the agreement and fails to remedy that breach within the cure period named in the proposal, or where immediate termination is justified by the conduct concerned. Upon termination for any reason, each party will promptly return or securely destroy the confidential information of the other party, unless the law or an ongoing obligation requires retention, and any clauses in these terms that are intended to survive termination, including those relating to payment, confidentiality, intellectual property, warranty disclaimers, and limitation of liability, will continue to apply.
All content on the website, including text, diagrams, artwork, scripts, and layout, is protected by copyright and other intellectual property laws and belongs to Scaled Itm Inc., to ScaledITM as the developer, or to a third party who has licensed it to the company. You may view and download a copy of the content for your personal, informational use, but you may not reproduce, redistribute, or create derivative works from the content for commercial purposes without our prior written permission.
All deliverables that we produce specifically for you, such as written capacity plans, configuration documentation, and bespoke reports, are owned by you once you have paid the fees due for them, except to the extent that a deliverable incorporates pre-existing tools, frameworks, or code that we own or license. We remain free to use any general knowledge, techniques, and non-confidential reusable components that we develop during an engagement, provided that we do not reveal your confidential information while doing so.
The name Scaled Itm Inc., the ScaledITM mark, and the associated wordmark and device marks are the property of the company. Nothing in these terms grants you a right to use those marks except as necessary to identify the company as your service provider; you may not apply for or register confusingly similar marks during or after an engagement.
During an engagement, each party may disclose information that is not generally known to the public and that it identifies as confidential, or that a reasonable person would understand to be confidential given the circumstances. This includes technical designs, business plans, financial details, security architecture, and any data that reveals the internal working of a system.
Each party agrees to use the confidential information of the other party only for the purpose of performing its obligations under the engagement, to protect that information with measures no less protective than those it uses for its own confidential information, and to restrict access to those employees and contractors who need it to perform their duties.
These confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, that was lawfully in the receiving party possession before disclosure, that is independently developed, or that must be disclosed to comply with a legal requirement. On request, each party will return or destroy the confidential information it received, subject to the retention requirements of law and of its own backup or record-keeping policies.
We warrant that the services will be performed with reasonable skill and care, consistent with the standards common to our profession, and in line with the description set out in the accepted proposal. Where a deliverable is found, within a reasonable period, to fall short of this standard because of an error on our part, we will redo or correct the affected work at no additional charge.
Beyond the warranty set out above, and to the maximum extent permitted by law, the website and all services are provided on an as is and as available basis, without warranties of any kind, whether express or implied. We do not warrant that the website will be uninterrupted or error free, that any service will achieve a particular business result, or that our work will prevent every failure in your systems. Outcomes that depend on your own equipment, third-party providers, or factors outside our control are not covered by our warranty.
Where a service depends on assumptions that you have asked us to adopt, the reliability of the outcome depends in part on the accuracy of those assumptions. We will flag any assumption that appears material, but we cannot warrant results that hinge on information you have not shared with us or on conditions that arise after the work concludes.
To the fullest extent permitted by applicable law, neither party will be liable to the other for indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, goodwill, or data, whether the claim arises in contract, in tort, or otherwise, even if the party has been advised of the possibility of such damages.
Except for liability arising from fraud, from a party wilful misconduct, from a breach of confidentiality obligations, from an infringement of intellectual property rights, or from obligations that the law does not permit a party to limit, the total aggregate liability of a party arising out of or relating to an engagement will be limited to the total fees that you have paid to us under the relevant engagement during the twelve months immediately preceding the event giving rise to the claim.
You acknowledge that the fees we charge reflect this allocation of risk and that the pricing would be different if we assumed broader liability. Nothing in these terms limits liability that cannot be limited by the law of the jurisdiction that governs the engagement.
Neither party will be liable for a failure or delay in performing its obligations under an engagement if that failure or delay is caused by an event beyond its reasonable control. Such events may include natural disasters, severe weather, pandemic or epidemic, power failure, telecommunications outage, cyber incident beyond reasonable mitigation, government action, labour dispute, or the failure of a third-party provider whose services were reasonably relied upon.
The party affected by a force majeure event will give the other party reasonable notice of the event and of its anticipated impact, and will use reasonable efforts to limit the consequences and to resume performance as soon as practicable. If a force majeure event continues for a length of time that materially frustrates the purpose of the engagement, either party may terminate the engagement on reasonable written notice, and fees will be adjusted to reflect the value of the work actually delivered.
In using the website you agree not to attempt to gain unauthorised access to any part of the site, to our servers, or to the systems of our users; not to install, transmit, or distribute malware, harmful code, or unsolicited bulk messages; not to probe, scan, or test the vulnerability of the site without our prior written authorisation; not to exploit a bug, error, or security weakness in a way that harms the site or others; not to scrape or systematically harvest content from the site in a manner that would burden our servers; and not to use the site in a way that violates applicable law or the rights of any third party.
We reserve the right to restrict or block access to the site, to terminate any enquiry thread, and to take legal action, where we reasonably believe that activity breaches these rules or threatens the security of the site or of other users.
The website may refer to tools, platforms, or resources that are supplied and operated by third parties. Where a service we deliver depends on such a third-party offering, we will do our best to select reputable providers, but you understand and agree that the continued availability, performance, and terms of third-party services rest largely outside our control.
Links on the website to external websites are provided for convenience. We do not operate or control those sites, and we are not responsible for their content, their availability, or their practices. Your use of any linked site is subject to that site own terms and policies, and you depart our website when you click such a link.
Nothing in an engagement obliges you to adopt a specific third-party product, and where a proposal names a particular platform it does so because that platform best fits the agreed scope. If you prefer an alternative platform, we will be happy to discuss whether the plan can be adapted to it.
The handling of personal information is governed by our Privacy Policy, which is available on this website and which forms part of these terms. Where a service involves our processing of personal data that you control, the relationship between us may require a separate data processing arrangement, and we will enter into such an arrangement where the applicable data protection law requires it.
We will process personal data only on your documented instructions, will apply appropriate security measures, will keep the data confidential, will not engage a subprocessor without proper safeguards, and will assist you in meeting your obligations to data subjects and to regulators where the law so requires. We will also help you respond to requests that data subjects make, act promptly on lawful deletion or correction instructions, and return or delete personal data at the end of a service in line with the retention requirements described in this document and in our Privacy Policy.
These terms and any engagement concluded under them are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. The courts located in Ontario will have exclusive jurisdiction over any dispute arising out of or relating to these terms, and the parties submit to the personal jurisdiction of those courts.
Before initiating formal legal proceedings, the parties will attempt to resolve the dispute through good-faith negotiation. If the dispute is not resolved within a reasonable period, the parties may agree to refer it first to mediation and then to litigation as described above. Nothing in this clause prevents either party from seeking urgent interlocutory or injunctive relief where such relief is necessary to protect its rights.
If you are an individual who benefits from mandatory consumer protection rules that cannot be waived by this choice of law and venue, then those mandatory rules will apply to you to the extent required by law, and nothing in this clause will deprive you of those protections.
We update these terms from time to time to reflect improvements to our services, changes in technology, or developments in the law. When we make a material change, we will update the effective date at the top of this page and take reasonable steps to bring the change to the attention of visitors, such as noting it on the homepage.
The version in force at any given time is the one published on this page on that date. Terms that apply to an accepted proposal are fixed at the version in effect when the parties entered the proposal, unless the parties agree in writing to apply a later version to that engagement. We encourage you to review this page periodically so that you are aware of any current obligations.
If any provision of these terms is found to be invalid, unlawful, or unenforceable, the remainder of the terms will continue in full force and effect, and the invalid provision will be read and applied as closely as possible to the parties original intention.
A failure by either party to exercise or enforce any right or provision of these terms will not operate as a waiver of that right or provision. A waiver will be effective only if it is made in writing and signed by the party granting the waiver, and a single waiver will not be treated as a continuing waiver of the same right or of any other right on a later occasion.
If you have questions about these terms, you may contact Scaled Itm Inc. by writing to 25 Monument Trail, Brampton - L7A 4M9, Canada (CA), by emailing assist@scaleditm.buzz, or by telephoning +15169816098 during normal working hours.
The named contact for matters concerning these terms and the associated agreements is Yu Songlin. Thank you for reading these terms carefully. By using the website and by engaging our services on the basis described above, you help us run a clear, professional, and mutually respectful relationship, and we look forward to supporting the growth of your infrastructure.