Hosting Terms and Agreements

  1. Scope of Services. will provide Client with the volume of bandwidth, disk space, e-mail and file-transfer-protocol ("FTP") accounts as indicated in the Registration Form (collectively, the "Hosting Services").
  2. Terms of Use. The Hosting Services and CPU usage are intended for normal use only. Any activity that results in excessive usage inconsistent with normal usage patterns is strictly prohibited. Client agrees that its usage will not exceed the amounts indicated in the Statement of Work ("SOW") Agreement. The disk space allotted to Client is also intended for normal use only, and is limited to Web files, e-mail and content of the website indicated in the SOW (including but not limited to content that is submitted to, stored on or distributed or disseminated by User via the website and content of users of User's website) (the "User Content"), not for storage of media or other data. Hosting space may not be used as offsite storage for electronic files or for third party electronic mail or FTP hosts. Client is responsible for removing any files which do not meet these requirements, and for adhering to the disk usage limits indicated in the SOW., in its sole discretion, has the right to take any corrective action if Client bandwidth or disk usage exceeds the agreed upon amount or results in any improper usage. Such corrective action may include the assessment of additional charges, disconnection or discontinuance of any and all Hosting Services, removal or deletion of Client's website, content and/or e-mail accounts. If takes any such corrective action under this section, Client will not be entitled to a refund or credit of any fees paid to before such action.
  3. Internet Protocol (IP) Addresses. may assign Client an Internet Protocol ("IP") address for Client's use. However, the right to use that IP address is the property of only, and Client will have no right to use that IP address except as permitted by in connection with provision of the Hosting Services during the term of the Agreement. reserves ownership of all IP numbers and addresses it may assign to Client, and the right to change or withhold any and all such IP numbers and addresses in its sole discretion.
  4. User Content Monitoring. does not intend to systematically monitor the User Content. 
  5. Data Backup. will make commercially reasonable efforts to back up its server content. However, does not maintain backup copies of User websites and cannot guarantee that the data for a particular website will always be available.
  6. Security. will make commercially reasonable efforts to prevent unauthorized access to its servers. However, User is responsible for maintaining the confidentiality of its login and billing information, and will not be liable for any account disputes that may arise between various parties with such information.
  7. Service Level Agreement. will provide the Hosting Services that meet commercially reasonable standards for packet loss, accessibility, latency and throughput. will make commercially reasonable efforts to minimize downtime outside of scheduled maintenance times. Please read the Service Level Agreement concerning fees, downtime and availability of refunds or credits, if applicable.
  8. Term, Termination and Cancellation Policy.
    1. Acceptable Use Policy, (ii) Client's use disrupts or, in's sole discretion, could disrupt's hosting services and operations, (iii) non-payment of fees as described in Section 4.3 and 4.5 of the Professional Services Agreement, or (iv) the Hosting Services are prohibited by applicable law, or become impracticable or unfeasible for any technical or regulatory reason. may terminate the Agreement for any reason upon thirty (30) days written notice to Client.
    2. User Content Upon Termination. All copies of the website and e-mail files will be permanently and irretrievably removed from's servers upon termination of the Agreement.
  9. User Obligations
    1. Acceptable Use Policy ("AUP"), as amends, modifies or updates from time to time, and which is hereby incorporated into the Agreement.  In the event of any inconsistencies between the Agreement and the AUP, the terms of the AUP govern.
    2. Responsibility for Website Quality and Disclosures. You are solely responsible for the quality, performance and all other aspects of the User Content and the goods or services Client provides through its website, extranet, intranet or portal. Further, Client assumes full responsibility for providing users of its website hosted using the Hosting Services with any required disclosure or explanation of the various features of its website and any goods or services described therein, as well as any rules, terms or conditions of use. Client is solely responsible for handling its own website users' inquiries or complaints.
    3. Website and User Content Compatibility. Client is responsible for ensuring that User Content and all aspects of its website are compatible with the hardware and software that uses to provide the Hosting Services, which reserves the right to change from time to time. is not responsible for any damages to Client's data or website, other damages or service interruptions caused by incompatibility of Client's website or User Content with's hardware or software.
    4. Website and User Content Maintenance. Client is solely responsible for uploading all User Content to its website and supplementing, modifying and updating the website, and using its best efforts to ensure that the User Content is and will at all times remain free of all computer viruses, worms, Trojan horses and other malicious code. Client is also solely responsible for the development, operation and maintenance of its website including but not limited to (i) the accuracy and appropriateness of the User Content, (ii) ensuring that the User Content does not violate or infringe upon the rights of any person and (iii) ensuring that the User Content is not defamatory or otherwise illegal.
  10. User's Representations and Warranties. Client hereby represent and warrant to and agree that during the Term of the Agreement, it shall ensure that:
    1. He or she is the owner or valid licensee of the User Content and each element thereof, and will have secured all necessary licenses, consents, permissions, waivers and releases for the use of the User Content and each element thereof, including but not limited to, all trademarks, logos, names and likenesses contained in the User Content, and that has no obligation to pay any fees, residuals, guild payments or other compensation of any kind to any person therefor;
    2. He or she will use and display of the User Content will not infringe any copyright, patent, trademark, trade secret or other proprietary or intellectual property right of any person, or constitute a defamation, invasion of privacy or violation of any right of publicity or any other right of any person, including but not limited to, any contractual, statutory, common law or similar right however denominated; and
    3. Client will comply with all applicable laws, rules and regulations regarding the User Content and its website and will use its website only for lawful purposes.
  11. Grant to All User Content Client stores on's servers will at all times remain property of the Client. Client grants the right to reproduce, copy, use and distribute all and any portion of the User Content to the extent necessary to provide Client with the Hosting Services. Client also hereby grants a non-exclusive, royalty-free, worldwide license during the Term of the Agreement to (i) digitize, convert, install, upload, select, order, arrange, compile, combine, synchronize, use, reproduce, store, process, retrieve, transmit, distribute, publish, publicly display, publicly perform and hyperlink the User Content, (ii) make archival or back-up copies of the User Content and Client website and (iii) cache all of the User Content and Client website hosted by under the Agreement to the extent necessary to provide Client with the Hosting Services., in its sole discretion, reserves the right (i) to deny, cancel, suspend, transfer or alter, modify, correct, amend, change, program, or take any other corrective action to protect the integrity and stability of its servers and the Hosting Services (including altering, modifying, correcting, amending, changing, programming, or taking any other corrective action regarding any malicious code, software or related abusive activity, User Content and/or website(s)) and/or (ii) to comply with any applicable laws, government rules, or requirements, requests of law enforcement, or to avoid any liability, civil or criminal. You agree that will not be liable to You for any loss or damages that may result from such conduct.

  12. Grant to User. is and will at all times remain the owner or licensee of the technology, products, and services used to access and use the Hosting Services. hereby grants Client a limited, non-exclusive, non-transferable, royalty-free license, exercisable solely during the Term of the Agreement, to use's technology, products and services solely for the purpose of accessing and using the Hosting Services and not for any purpose other than accessing and using the Hosting Services. Client will not, directly or indirectly, reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets of