Terms of Service
The agreement between One Stop Shop and its clients for managed hosting, setup, maintenance and project services.
- The agreement
- Services and scope
- Infrastructure and third-party providers
- Service levels and support
- Client responsibilities
- Acceptable use
- Fees, invoicing and payment
- Data ownership, backups and access
- Confidentiality and privacy
- Intellectual property
- Warranties and disclaimers
- Limitation of liability
- Indemnification
- Term, suspension and termination
- Changes to services or terms
- General provisions
1. The agreement
These Terms of Service (“Terms”) govern all services provided by One Stop Shop (“OSS”, “we”, “us”), a sole proprietorship operating in Canada, to the person or organization purchasing them (“you”, the “Client”). Together with the written quote you accept and the plan description on our pricing page as it stood on the date of that quote (the “Order”), they form the complete agreement between us. If a quote and these Terms conflict, the quote governs for that engagement.
You accept these Terms by accepting a quote in writing (including by email), by paying an invoice, or by continuing to use the services after receiving notice of them. If you are accepting on behalf of a business, you confirm you have authority to bind it.
2. Services and scope
2.1 Managed hosting plans
A managed hosting plan (“Plan”) provides: server capacity of the class stated in the Order; initial setup and hardening to our documented baseline; deployment of the applications agreed in the Order; monitoring; backups at the frequency and retention stated for the Plan; patching and maintenance; incident response; a monthly report; and the support channels and response commitments stated for the Plan. The precise inclusions of each Plan are those listed on the pricing page on the date of your Order, and are summarized in your onboarding documentation.
2.2 Change work
“Change work” means any work that adds to or alters what is running — new applications, configuration changes, user onboarding, storage re-layout, integrations — as distinct from maintaining what already exists. Plans that include a monthly allowance of change work state it in hours; unused hours do not carry over. Change work beyond the allowance, or on Plans without one, is quoted in advance and billed at the hourly rate on the pricing page, in 15-minute increments. We will not perform billable change work without your prior written approval.
2.3 Project services
Migrations, custom deployments, performance audits and security audits are delivered as fixed-quote projects. Each quote states the scope, deliverables, assumptions, price and estimated timeline. Work outside the stated scope is a change to the project and will be quoted separately before being undertaken. An audit deliverable is a written report; implementation of its recommendations is separate unless the quote says otherwise.
2.4 What is not included
Unless the Order says otherwise, the services do not include: development or debugging of your own application code; support for your end users; licences or subscriptions for third-party software you choose to run; domain name registration or renewal; content creation or moderation; or hardware and connectivity at your own premises.
3. Infrastructure and third-party providers
Servers are provisioned on infrastructure that OSS rents from Hetzner Online GmbH (“Hetzner”) and, where applicable, other providers named in your Order. The contractual relationship with Hetzner is ours, not yours. You do not need and will not be given a Hetzner account; you contract only with OSS. We are responsible for managing that relationship, including ordering, billing, hardware replacement and abuse correspondence.
Because we build on third-party infrastructure, you agree to comply with the applicable provider's acceptable-use requirements as reflected in Section 6, and you acknowledge that events within a provider's control (data-centre power, network, hardware) can affect your service. We select providers with strong reliability records and mitigate hardware failure through backups and, where the Plan includes it, restore testing — but we do not control their infrastructure and Section 12 applies.
If a provider discontinues a product or location we are using for you, we will give you as much notice as we receive and migrate your service to an equivalent at no charge for the migration labour.
4. Service levels and support
4.1 Uptime commitment
For the Professional and Dedicated Plans, we commit to 99.9% monthly availability of the server and its reverse proxy, measured by our external monitoring, excluding: scheduled maintenance windows announced at least 24 hours in advance (or 4 hours for urgent security patches); faults in your own applications or content; DNS or network issues outside our and our provider's control; suspension under Section 14; and force majeure. If availability in a calendar month falls below 99.9%, you may request a service credit of 10% of that month's Plan fee for each full 0.1% below the target, up to 50% of the fee. Credits are applied to a future invoice, are your sole remedy for downtime, and must be requested within 30 days of the month in question. The Essential Plan has no uptime commitment but is monitored and supported on a best-effort basis.
4.2 Response commitments
Response times by Plan are stated on the pricing page and in your Order. “Response” means a substantive acknowledgment from the operator that the issue is understood and being worked; it is not a guarantee of resolution within the same period, although resolution is always the goal and most incidents are resolved within the response window. “Critical” means the server or a primary service is down or materially degraded for all users, or a security compromise is suspected. Everything else is “standard”. Business hours are 9 a.m. to 6 p.m. Eastern Time, Monday to Friday, excluding Ontario statutory holidays.
4.3 Single-operator disclosure
OSS is operated by one person. This is a feature of the service — you deal directly with the person managing your server — and it is disclosed plainly so you can make an informed decision. Planned absences are announced at least one week in advance; during them, monitoring and critical-alert coverage continue, standard requests may be deferred, and the response commitments for critical incidents are maintained. Should the operator become unable to provide the service for an extended period, Section 14.5 (orderly wind-down) applies.
5. Client responsibilities
You agree to:
- Provide accurate information about your requirements, existing systems and data, and keep your contact and billing details current;
- Respond within a reasonable time to requests that need your decision or approval (for example, a maintenance window, a cut-over time, or a security remediation);
- Keep any credentials we issue to you secure, use multi-factor authentication where offered, and tell us immediately if you believe a credential is compromised;
- Not make changes to a managed server's operating system, firewall, proxy, or monitoring configuration without coordinating with us. If you hold administrative access and make such changes, work required to repair the consequences is billable change work and the uptime commitment does not apply to the resulting incident;
- Hold any licences required for software you ask us to run, and comply with the terms of that software;
- Be responsible for the content, data and end users of your services, as set out in Sections 6 and 8.
6. Acceptable use
You may use the services for any lawful purpose. You may not use them, or allow them to be used, to:
- Store, transmit, stream or make available content that infringes copyright, trademark or other intellectual-property rights, or that you do not have the legal right to use in that way. This applies fully to media libraries: you are responsible for holding the rights to the content you store and stream;
- Store or distribute unlawful content, including child sexual abuse material, or content that is defamatory, harassing, or that incites violence;
- Send unsolicited bulk email or messages, or operate open relays or proxies;
- Conduct or facilitate attacks on other systems, port scanning without authorization, credential stuffing, malware distribution, phishing, or cryptocurrency mining without prior written agreement;
- Attempt to gain unauthorized access to any system, including other clients' servers or our management infrastructure;
- Resell the services to third parties as a hosting provider without a written reseller agreement with us;
- Consume resources in a way that degrades service to others, or breaches the fair-use terms of the underlying infrastructure provider;
- Violate the laws of Canada, of the jurisdiction in which the server is located, or of the jurisdiction from which you access it.
We do not monitor the content you store. If we receive a credible complaint or legal notice (for example, a copyright notice from a rights-holder or an abuse report relayed by our infrastructure provider), we will forward it to you promptly and require you to remedy it within the time the notice or the provider demands. Repeated or unremedied notices, or any of the more serious violations above, may lead to suspension or termination under Section 14. Where a violation exposes us to liability or threatens our relationship with a provider, we may act immediately and notify you afterward.
7. Fees, invoicing and payment
- Currency and taxes. All fees are in Canadian dollars. GST/HST, and PST or QST where applicable, are added at the rate for your province or territory and shown separately on each invoice. Clients outside Canada are invoiced without Canadian sales tax and are responsible for any taxes in their own jurisdiction.
- Setup fees are one-time, invoiced on acceptance of the Order, and payable before provisioning begins.
- Plan fees are invoiced monthly in advance. The first month begins on the day the server is handed over to you. Add-ons are prorated in the month they are added.
- Project fees are invoiced 50% on acceptance and 50% on delivery unless the quote states otherwise. Hourly change work is invoiced monthly in arrears.
- Payment terms are net 15 days from the invoice date, by Interac e-Transfer, credit card or pre-authorized debit. Card payments are processed by a third-party processor; we do not store card numbers.
- Late payment. Balances outstanding more than 15 days past due may incur interest at 1.5% per month (19.56% per annum). Balances outstanding more than 30 days past due may result in suspension under Section 14.2 after written notice. You are responsible for reasonable collection costs on seriously delinquent accounts.
- Price changes. We may change Plan and add-on prices with 60 days' written notice. Price changes never take effect within a prepaid period.
- Disputes. If you believe an invoice is wrong, tell us within 15 days of its date and pay the undisputed portion; we will resolve the dispute in good faith.
- Refunds. Plan fees for a month already begun are not refundable except as a service credit under Section 4.1. Setup fees are non-refundable once provisioning has begun. Project fees are refundable only for work not yet performed if you cancel a project before delivery.
8. Data ownership, backups and access
8.1 Your data is yours
You own all data, content, configuration specific to your applications, and documentation about your servers. We claim no rights in it. We access it only to the extent necessary to perform the services and do not use it for any other purpose.
8.2 Backups
We perform backups at the frequency and retention stated for your Plan, encrypt them, and verify them as stated for your Plan. Backups are a mitigation, not a guarantee: they protect against most failures but cannot protect against data that was already corrupt or deleted before the most recent backup, or against loss occurring within the interval between backups. If you need a shorter recovery-point interval, tell us and it will be quoted. We recommend that clients with irreplaceable data also keep an independent copy under their own control, and we will help you set that up.
8.3 Access
You may hold administrative access to your server if you wish; Section 5 describes the consequences of using it to change managed components. You may request a full export of your data and documentation at any time, at no charge once per quarter and at the hourly rate thereafter.
8.4 On termination
Section 14.4 describes the export and deletion process at the end of the engagement.
9. Confidentiality and privacy
Each party will keep the other's non-public information confidential and use it only for the purposes of this agreement. This includes your data, credentials, business information and server documentation, and our procedures, pricing negotiations and internal tooling. The obligation continues for three years after the agreement ends, and indefinitely for credentials and personal information. Our handling of personal information is described in the Privacy Policy, which forms part of these Terms.
10. Intellectual property
We retain ownership of our own tooling, scripts, templates, procedures and know-how, including the generic parts of any configuration we deploy. On payment in full, you receive a perpetual, non-exclusive licence to use, copy and modify any such materials that are installed on your servers or delivered to you, for the purpose of operating those servers, whether or not we continue to manage them. Third-party and open-source software remains subject to its own licences. Deliverables specific to you — audit reports, migration plans, your server documentation — belong to you.
11. Warranties and disclaimers
We warrant that the services will be performed with reasonable skill and care, consistent with good industry practice, and substantially as described in the Order. If a service fails to meet this warranty, your remedy is for us to re-perform it at no charge or, if we cannot, to refund the fee paid for the deficient service.
Except as expressly stated in these Terms, the services are provided “as is”, and we disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement, to the fullest extent permitted by law. We do not warrant that the services will be uninterrupted or error-free, that all security threats will be prevented, or that third-party software will function as its publisher describes. Nothing in these Terms excludes warranties or conditions that cannot lawfully be excluded under applicable consumer protection legislation, including Ontario's Consumer Protection Act, 2002 where it applies.
12. Limitation of liability
To the maximum extent permitted by law:
- Neither party is liable to the other for any indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue, lost data (beyond the cost of restoring it from the most recent backup), business interruption or loss of goodwill, arising out of or related to this agreement, however caused and under any theory of liability, even if advised of the possibility of such damages.
- Our total aggregate liability arising out of or related to this agreement in any 12-month period is limited to the total fees you paid us in that 12-month period for the service giving rise to the claim.
These limitations do not apply to: a party's breach of Section 9 (Confidentiality); a party's indemnification obligations under Section 13; a party's gross negligence, wilful misconduct or fraud; or any liability that cannot be limited under applicable law. The limitations reflect the allocation of risk between us and are an essential basis of the pricing of the services.
13. Indemnification
You will defend and indemnify us against third-party claims, and the resulting damages, costs and reasonable legal fees, arising from: content you store, stream or make available through the services; your breach of Section 6 (Acceptable Use); your violation of law; or the acts of your end users. We will defend and indemnify you against third-party claims that our proprietary tooling, as delivered by us and used as intended, infringes a Canadian copyright or trademark. Each party will notify the other promptly of any claim and cooperate in its defence; the indemnifying party controls the defence and any settlement, but will not settle in a way that imposes obligations on the other without consent.
14. Term, suspension and termination
14.1 Term
Plans are month-to-month and renew automatically until cancelled. Either party may cancel a Plan for any reason with 30 days' written notice. Prepaid annual terms run to the end of the prepaid period and then convert to month-to-month unless renewed. Projects end on delivery and acceptance.
14.2 Suspension
We may suspend a service, after written notice and a reasonable opportunity to cure where the circumstances allow, if: an invoice is more than 30 days past due; you are in material breach of Section 6; the service is being used in a way that threatens the security or integrity of our infrastructure or a provider's network; or we are required to do so by law or by a provider. Suspension does not relieve you of payment obligations for the suspended period. We will restore service promptly once the cause is remedied.
14.3 Termination for cause
Either party may terminate immediately on written notice if the other materially breaches these Terms and fails to cure within 15 days of notice, or immediately for a breach that cannot be cured. We may terminate immediately for a serious violation of Section 6.
14.4 Effect of termination — export and deletion
On any termination or expiry of a Plan, we will: (a) provide you with a complete export of your data, application configuration and server documentation in standard, portable formats, at no charge; (b) keep the server and its backups available for 14 days after the final paid day so that you can verify the export; and (c) after that period, securely erase the server and all backups of it, and confirm erasure in writing. If you ask us to, we will instead assist with transferring the workload to infrastructure you control, at the hourly rate. If termination is for your uncured non-payment, the export is provided on settlement of the outstanding balance, and the 14-day window runs from the termination date. Nothing in this section overrides our obligation to retain invoice records under tax law.
14.5 Orderly wind-down
If OSS ceases to operate, or the operator becomes unable to provide the service for more than 30 consecutive days, we will (or a person we have designated will) give you the maximum notice practicable, provide the export in Section 14.4, keep services running for at least 60 days from that notice where the infrastructure provider permits, and refund any prepaid fees for periods after services end.
14.6 Survival
Sections 7 (as to amounts owed), 8, 9, 10, 11, 12, 13, 14.4, 14.5 and 16 survive termination.
15. Changes to services or terms
We may improve or modify the services over time, provided the changes do not materially reduce what your Plan delivers. We may amend these Terms by posting a new version on this page and, for current clients, emailing notice at least 30 days before the changes take effect. If a change materially and adversely affects you, you may terminate without penalty by notice before it takes effect, and we will refund any prepaid fees for the period after termination. Continued use after the effective date is acceptance of the amended Terms.
16. General provisions
- Governing law and forum. These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable there, without regard to conflict-of-laws rules. The courts of Ontario have exclusive jurisdiction, and each party attorns to them, except that either party may seek injunctive relief in any competent court to protect confidential information or intellectual property. Consumers retain any right to bring proceedings in their own province that cannot be waived.
- Dispute resolution. Before starting proceedings, the parties will attempt in good faith to resolve any dispute by direct discussion for at least 30 days.
- Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disasters, war, terrorism, labour disputes, government action, widespread internet failure or failure of an infrastructure provider's facility, provided it notifies the other and resumes performance as soon as practicable. Payment obligations for services delivered are not excused.
- Assignment. You may not assign this agreement without our written consent, not unreasonably withheld. We may assign it to a successor in a sale of the business, on notice to you, provided the successor assumes these Terms.
- Independent contractor. We are an independent contractor, not your employee, partner or agent.
- Notices. Notices are given by email: to us at onestopshopcommunications@gmail.com, and to you at the address on your account. Notices are effective when sent, provided no bounce is received.
- Entire agreement; severability; waiver. These Terms, the Order and the Privacy Policy are the entire agreement and supersede prior discussions. If any provision is unenforceable, it is modified to the minimum extent necessary and the rest remains in force. Failure to enforce a provision is not a waiver of it.
- Language. These Terms are written in English. The parties confirm their express wish that this agreement and all related documents be drawn up in English. Les parties confirment leur volonté expresse que la présente convention et tous les documents qui s'y rattachent soient rédigés en anglais.
Questions about these Terms: onestopshopcommunications@gmail.com.