Terms

Terms

Terms of Service

These Terms govern all services provided by SIMNET Inc., headquartered at 9-605 Brock Street North, Whitby, Ontario L1N 8R2 (“SIMNET”, “we”, “us”, or “our”).

By purchasing, accessing, or using any SIMNET services, you agree to be bound by these Terms, our Privacy Policy, Acceptable Use Policy, and any applicable service-specific agreements, Quotes, Sales Orders, or Statements of Work (“SOW”).

If you and SIMNET have executed a mutually agreed Master Services Agreement (“MSA”), the MSA will prevail and supersede these Terms to the extent of any conflict.

If no MSA exists, these Terms constitute the default governing agreement for all SIMNET services.

1.  Agreement Formation & Acceptance

By signing a Quote, the Customer acknowledges and agrees that the referenced Quote, together with these Terms & Conditions, forms a binding agreement for the products and services described in the Quote. Electronic signatures (including Zoho Sign and DocuSign) and written acceptance by email are valid and enforceable.

No Services, hardware orders, or third‑party license provisioning will be initiated without an accepted Quote unless SIMNET provides written authorization, which may include ticket‑based approval.

2.  Governing Terms & Order of Precedence

All SIMNET Quotes are governed by the SIMNET Master Services Agreement (“MSA”), together with any applicable Statements of Work (“SOW”) or Service Schedules. In the event of a conflict, the order of precedence is:  (1) the MSA (if any), (2) the SOW, and (3) the Quote and these Terms & Conditions.

Where no MSA exists, SIMNET’s standard “Terms of Service” apply.

3.  Invoicing & Payment Terms

3.1 Billing Structure

    • Monthly Recurring Charges (“MRC”) are billed one (1) month in advance on Net 30 terms unless otherwise stated.
    • Non‑Recurring Charges (“NRC”), including onboarding, professional services, deposits, and hardware, are invoiced upon Quote acceptance or order placement unless otherwise specified.
    • Usage‑based or PAYG services are billed monthly in arrears based on actual consumption.
    • One advance‑billed month of MRCs will be credited toward the final month of the Term or Renewal Term.

3.2 No Proration
Unless expressly stated otherwise, SIMNET does not prorate partial months of Service, including in the event of cancellation.

4.  Term, Billing Commencement & Cancellation Notice

The Term begins on the Billing Commencement Date, defined as the date Services are activated or first made available for Customer use.

Either party may cancel Services with sixty (60) days’ written notice, unless otherwise stated in the applicable SOW. Cancellation notices must be submitted by email to contracts@simnet.ca and are effective only upon receipt. Cancellations take effect on the last day of the Customer’s next full billing cycle following completion of the notice period.

5.  Early Cancellation

If the Customer terminates any Service prior to the end of the applicable Term, the Customer must pay an Early Cancellation Fee equal to:

  • Fifty percent (50%) of all remaining SIMNET service fees, calculated at pre‑discounted rates, and
  • One hundred percent (100%) of all remaining third‑party licensing, subscriptions, and pass‑through costs committed on the Customer’s behalf.
  • The Early Cancellation Fee is due within fifteen (15) days of SIMNET’s receipt of the cancellation notice and is in addition to all fees owed through the effective cancellation date.

6.  Project & Professional Services

Project and professional services may be billed in advance, by milestone, or based on time and materials, as specified in the Quote or SOW. Once work has commenced or resources have been reserved, related fees are non‑refundable.

Customer delays, pauses, or failure to provide required inputs do not suspend billing once Services are available or project resources have been allocated.

7.  Changes & Add‑Ons

Additional services, MACs, or Change Orders become binding upon written approval, including approval by email and/or ticket, and may result in revised fees or billing timelines.

8.  Hardware, Returns & Shipping

Hardware may require upfront payment as stated in the Quote. All shipping, duties, brokerage, insurance, and restocking fees are the Customer’s responsibility. If shipping costs are not included in the original Quote, they may be added and invoiced separately at a later time. Hardware and third-party licenses are subject to vendor policies and may be non‑returnable and/or non‑refundable.

9.  Third‑Party Licensing & Price Adjustments

SIMNET may act as a reseller or facilitator of third‑party products. All third‑party licenses are governed by vendor terms and are typically non‑refundable and auto‑renewing. Vendor price increases automatically apply to Customer pricing on the vendor’s effective date or renewal anniversary.

10.  Suspension for Non‑Payment

SIMNET may suspend Services for non‑payment or material breach after notice. Suspension does not relieve the Customer of payment obligations.

11.  Service Hours and After Hours Support

Services will be performed Monday-Friday, 9am -5pm EST

Overtime rates for off-hours and Saturdays are 1.5 times the hourly rate, 2.0 times the hourly rate, for Sundays and Holidays.

11.1 Onsite Services (If Applicable)

Onsite services are subject to a four hour minimum per visit and billed at SIMNET’s then current rates, including applicable travel, overtime, and expenses.

12.  Policies

The Customer agrees to SIMNET’s Acceptable Use Policy, Privacy Policy, and operational schedules, as updated from time to time with notice.

13.  Reference Copy

These Quote Terms & Conditions are attached to and form part of this Quote. A reference copy is available at www.simnet.ca/terms (to be added); however, the attached version governs this engagement.

14.  CPI Adjustments

Pursuant to the Master Services Agreement (MSA), Simnet reserves the right to adjust service fees during the Term based on the annual Consumer Price Index (CPI), with any adjustment not exceeding the national CPI and taking effect on the anniversary date of the Customer’s contract.

15. SIMNET Master Services Agreement (MSA)

The full Master Services Agreement (MSA) governing Simnet’s services can be found here:  

https://simnet.ca/simnet-msa/

Changes to Terms

We may update these Terms occasionally. Continued use of the services constitutes your agreement to the new terms. Material changes will be communicated at least 15 days in advance.

Questions?

Please contact us at support@SIMNET.ca if you have any questions or concerns regarding these Terms.

Our Security Commitment 

As a private cloud infrastructure provider and managed service partner, SIMNET is committed to protecting our customers’ data, systems, and workloads through a security‑first, compliance‑ready architecture. Security at SIMNET is not an add‑on – it is embedded into how our cloud platforms are designed, operated, and governed.
We operate dedicated, isolated cloud environments designed to support regulated and mission‑critical workloads, with security controls aligned to industry standards such as SOC 2–aligned frameworks and recognized best practices.

Security by Design

SIMNET maintains a comprehensive information security program that includes:
  • Regular risk assessments and security testing
  • Documented incident response and escalation procedures
  • Continuous review of policies, controls, and operational practices
Our security and cloud operations teams work together to ensure that infrastructure, platforms, and processes meet or exceed industry expectations for confidentiality, integrity, and availability.

Access Control & Governance

Access to customer environments and data is strictly controlled:
  • Role‑based access control (RBAC) enforced across systems
  • Access granted on a least‑privilege and need‑to‑know basis
  • Continuous logging, monitoring, and audit review of privileged access
Only authorized personnel with a defined operational requirement are permitted access to customer systems.

Data Protection

We implement industry‑standard safeguards to protect customer data:
  • Encryption in transit and at rest using industry‑accepted standards
  • Secure, segmented cloud architectures with network isolation
  • Regular, tested backup and recovery processes to support resilience and disaster recovery

Transparency & Accountability

SIMNET is committed to clear communication with customers regarding our security posture. We work collaboratively with customers to address security questions, compliance requirements, and audit needs, providing the transparency required for regulated environments.

Continuous Security Commitment

Our security program is continuously maintained and improved through:
  • Vulnerability Management
  • Security Awareness Training
  • Third‑Party Audits
  • Defined Roles and Responsibilities
  • Formal Information Security Program
  • Continuous Monitoring and Review

Reporting Security Concerns

Suspected vulnerabilities or security concerns can be reported to:  support@simnet.ca

Copyright 2026,

Simnet Inc.

9-605 Brock St. North

Whitby, Ontario L1N 8R2

Privacy Policy: simnet.ca/privacy