GLOBALSITES.NET HOSTING AGREEMENT
THIS AGREEMENT ("Agreement") is entered into on the date of
your first hosting invoice from Globalsites.net, between
Globalsites.net Inc. ("Host"), with its principal place of business
located at 44 SE 1st Ave #209, Ocala, Florida, 34471 and the primary
registrant for the hosted domain ("User"), with its principal place of
business located at the address specified within your domain
registation and shall be effective as of the first hosting invoice date
(the "Effective Date").
WHEREAS, Host is engaged in the business of providing
Internet web site hosting and related services; WHEREAS, User desires
to retain Host to perform the services provided for in this agreement.
NOW, THEREFORE, Host and User agree as follows:
1. Scope of Services
Host will provide the services set forth in
Exhibit A (the "Services”). Hosting services will be provided according
to the terms described in Exhibit B ("Service Level Agreement").
2. Price and Payment
User will pay Host for Hosting Services
according to the terms set forth in Exhibit A. User will pay (a)
hosting fees in advance, (b) fees for other goods or services as
invoiced, and (c) any security deposit as set forth in any attachment
to this agreement. Host may change the prices charged for the services
at any time though increases shall not exceed ten percent (10%) of the
rate currently being charged at that time.
3. Term and Termination
A. Hosting Services will commence on the
Effective Date of this Agreement and will extend for a period of 1
Year and will automatically renew from year to year thereafter, unless
earlier terminated as provided herein. User may terminate this
Agreement without cause upon at least thirty (30) days written notice to
Host. Host may terminate this Agreement without cause upon at least
sixty (60) days written notice to User. Either party may terminate this
agreement upon written notice for material breach, provided, however,
that the terminating party has given the other party at least fourteen
(14) days written notice of and the opportunity to cure the breach.
Termination for breach will not alter or affect the terminating party's
right to exercise any other remedies for breach.
B. Accounts that are thirty (30)
days past due will be automatically suspended. All past due and
unpaid balances are subject to collection. In the event of
collection, you will be liable for costs of collection including
attorney's fees, court costs, and collection agency fees. If
User's account is suspended due to lack of payment, User will pay
the then current reinstatement fee, in addition to all other
charges then due and payable, prior to restoration of the Services.
Accounts that remain unpaid for a period of (120) days will
be deleted from host servers.
Domain name registrations and Web hosting accounts are
handled by separate entities. In the event you need to cancel, you
must specify whether you would like to cancel your domain name only,
your Web hosting plan only, or both your domain and hosting accounts.
The cancellation or expiration of your domain name does not
automatically terminate your hosting account (or vice versa). Your
hosting account billing term automatically renews upon its
completion, unless you notify Globalsites.net that you would like to
cancel your account. Domain name renewals are the responsibility of the
registered billing contact listed with the domain registrar. Accurate
contact information for Registrant, Administrative, Billing and
Technical contacts are the responsibility of the registrant.
Globalsites.net will not be held liable for domain name loss.
4. Customer Service
Host will provide to User reasonable amounts
of consultation via telephone and/or electronic mail in the use
of the system, but will not assist with any services that are
not maintained or controlled by Host including domain name
registration services not affiliated with host.
5. User's Warranties and Obligations
A. User is responsible for providing all
equipment and/or software necessary to access the hardware and systems
provided by Host. User agrees to adhere to Host's Acceptable Use
Policy, a copy of which is attached hereto and marked as "Exhibit C"
and is available online at yourdomain.com. The Acceptable Use Policy
may be modified from time to time in Host's sole discretion. User's
continued use of the Services after the effective date of such modified
Acceptable Use Policy will constitute User's acceptance of the modified
terms. Failure by User to adhere to the Acceptable Use Policy, or any
modifications thereto will constitute a material breach of this
B. User hereby warrants to Host, and
agrees that during the term of this Agreement it will ensure that (a)
User is the owner or valid licensee of all data and/or content it will
upload in conjunction with the Services (the "Content"), and that User
has secured all necessary licenses, consents, permissions, waivers and
releases for the use of the Content and each element thereof, including
without limitation, all trademarks, logos, names and likenesses
contained therein, without any obligation by Host to pay any fees,
residuals, guild payments or other compensation of any kind to any
person; (b) User's use, publication and display of the 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, without
limitation, any contractual, statutory or common law right or any
"moral right" or similar right however denominated; (c) User will
comply with all applicable laws, rules and regulations regarding the
Content and will use the services only for lawful purposes; (d) User has
used its best efforts to ensure that the Content is and will at all
times remain free of all computer viruses, worms, Trojan horses and
other type of malicious code.
C. User will cooperate fully with Host
in connection with Host's performance of the Services. User will
immediately notify Host of any change in User's mailing address,
telephone, e-mail or other contact information.
6. Ownership of Intellectual Property
A. User hereby grants to Host a
non-exclusive, royalty-free, worldwide right and license during the
term of this Agreement to do the following to the extent necessary in
the performance of Services: (a) 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 Content; and (b) make
archival or back-up copies of the Content. Except for the rights
expressly granted herein, Host does not acquire any right, title or
interest in or to the Content, all of which will remain solely with
B. Any feedback, data, answers,
questions, comments, suggestions, ideas or the like that User sends to
Host relating to the Services will be treated as being non-confidential
and non-proprietary. Host may use, disclose or publish any ideas,
concepts, know-how or techniques contained in such information for any
C. Host's trademarks, trade names,
service marks, logos, other names and marks, and related product and
service names, design marks and slogans are the sole and exclusive
property of Host. User will not use any of the foregoing in any
advertising, publicity or in any other commercial manner without the
prior written consent of Host. Host will maintain and control ownership
of all Internet protocol numbers and addresses that may be assigned by
Host to User. Host may, in its sole discretion, change or remove any
and all such Internet protocol numbers and addresses.
D. Host hereby grants to User a
non-exclusive, non-transferable, royalty-free license, for the term of
this Agreement, to use the provided technology solely for the purpose
of accessing and using the Services. User may not use the provided
technology for any purpose other than accessing and using the Services.
Except for the rights expressly granted herein, this Agreement does not
transfer from Host to User any right, title or interest in and to the
provided technology, and all right, title and interest thereto will
remain solely with Host. User will not, directly or indirectly, reverse
engineer, decompile, disassemble or otherwise attempt to derive source
code or other trade secrets from any of the provided technology.
7. Warranty and Disclaimer
Host warrants the Services will be performed in a
workmanlike manner, and in conformity with generally prevailing
industry standards. User must report any material deficiencies in the
Services to Host in writing within ninety (90) days of User's discovery
of the deficiency. User's exclusive remedy for the breach of the above
warranty will be the re-performance of the defective services within a
commercially reasonable time, or any service credit set forth in any
attachments to this agreement. THIS WARRANTY IS EXCLUSIVE AND IS IN LIEU
OF ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND
ANY ORAL OR WRITTEN REPRESENTATIONS, PROPOSALS OR STATEMENTS MADE ON OR
PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. HOST EXPRESSLY
DISCLAIMS ALL OTHER WARRANTIES.
8. Limitation of Liability
Neither party will be liable to the other for
special, indirect or consequential damages incurred or suffered by the
other arising as a result of or related to the Hosting Services,
whether in contract, tort or otherwise, even if the other has been
advised of the possibility of such loss or damages.
9. Indemnification of Host
User will indemnify and hold Host harmless
against any claims incurred by Host arising out of or in conjunction
with User's breach of this Agreement, as well as all reasonable costs,
expenses and attorneys' fees incurred therein. Host's total liability
under this Agreement with respect to the Services, regardless of cause
or theory of recovery, will not exceed the total amount of fees paid by
User to Host during the six (6) month period prior to the date the
10. Confidential Information
A. All information relating to User that
is known to be confidential or proprietary, or which is clearly marked
as such, will be held in confidence by Host and will not be disclosed
or used by Host except to the extent that such disclosure or use is
reasonably necessary to the performance of the Services.
B. All information relating to Host that
is known to be confidential or proprietary, or which is clearly marked
as such, will be held in confidence by User and will not be disclosed
or used by User except to the extent that such disclosure or use is
reasonably necessary to the performance of User's duties and obligations
under this Agreement.
C. These obligations of confidentiality
will extend for a period of 1 year after the termination of this
agreement, but will not apply with respect to information that is
independently developed by the parties, lawfully becomes a part of the
public domain, or of which the parties gained knowledge or possession
free of any confidentiality obligation.
11. Relation of Parties
The performance by Host of its duties and
obligations under this Agreement will be that of an independent
contractor, and nothing in this Agreement will create or imply an
agency relationship between Host and User, nor will this Agreement be
deemed to constitute a joint venture or partnership between the parties.
12. Employee Solicitation/Hiring
During the period of this Agreement and for
twelve (12) months thereafter, neither party will directly or
indirectly solicit or offer employment to or hire any employee, former
employee, subcontractor or former subcontractor of the other. The terms
"former employee" and "former subcontractor" will include only those
employees or subcontractors of either party who were employed or
utilized by that party within six (6) months immediately prior to the
Neither party will assign this Agreement, in
whole or in part, without the prior written consent of the other party.
This Agreement will inure to the benefit of, and be binding upon the
parties hereto, together with their respective legal representatives,
successors, and assigns, as permitted herein.
Any dispute arising under this Agreement will be
subject to binding arbitration by a single Arbitrator with the
American Arbitration Association (AAA), in accordance with its relevant
industry rules, if any. The parties agree that this Agreement will be
governed by and construed and interpreted in accordance with the laws
of the State of Florida. The arbitration will be held in Florida. The
Arbitrator will have the authority to grant injunctive relief and
specific performance to enforce the terms of this Agreement. Judgment
on any award rendered by the Arbitrator may be entered in any Court of
15. Attorneys' Fees
If any litigation or arbitration is necessary to
enforce the terms of this Agreement, the prevailing party will be
entitled to reasonable attorneys' fees and costs.
If any term of this Agreement is found to be
unenforceable or contrary to law, it will be modified to the least
extent necessary to make it enforceable, and the remaining portions of
this Agreement will remain in full force and effect.
17. Force Majeure
Neither party will be held responsible for any
delay or failure in performance of any part of this Agreement to the
extent that such delay is caused by events or circumstances beyond the
delayed party's reasonable control.
18. No Waiver
The waiver by any party of any breach of
covenant will not be construed to be a waiver of any succeeding breach
or any other covenant. All waivers must be in writing, and signed by
the party waiving its rights. This Agreement may be modified only by a
written instrument executed by authorized representatives of the
19. Entire Agreement
This Agreement together with any attachments
referred to herein constitute the entire agreement between the parties
with respect to its subject matter, and supersedes all prior
agreements, proposals, negotiations, representations or communications
relating to the subject matter. Both parties acknowledge that they have
not been induced to enter into this Agreement by any representations
or promises not specifically stated herein.
EXHIBIT B: SERVICE LEVEL AGREEMENT
This Service Level Agreement ("Agreement") sets
forth the details regarding the level of service and technical support
that apply when your account is in good financial standing.
A. For purposes of this Agreement, a
Unit of Downtime is one period of at least 24 hours during which access
to your website is unavailable because of problems with hardware or
system software. Downtime does not include (i) problems caused by
factors outside of our reasonable control, (ii) problems resulting from
any actions or inactions by you or any third party, (iii) problems
resulting from your equipment and/or third party equipment not within
our sole control, or (iv) network unavailability during scheduled
maintenance of our network and/or web servers.
B. In any calendar month, we guarantee
that Downtime will not exceed 24 hours Units of Downtime excluding,
however, regularly scheduled maintenance. Any regularly scheduled
maintenance will be performed during the hours of 2 am EST. We work to
ensure the functioning of all web servers through continuous monitoring
by our staff.
C. If Downtime exceeds 24 hours Units of
Downtime in any calendar month, we will, upon your written request,
credit your account (a "Downtime Credit") in an amount equal to the
pro-rata price for one (1) day of service, for each instance of
Downtime as that term is defined herein.
D. To receive Downtime Credit, you must
request such credit by sending an email to firstname.lastname@example.org within
seven (7) days after the occurrence of Downtime. The aggregate maximum
number of Downtime Credits to be issued for any and all instances of
Downtime occurring in a single calendar month will not exceed seven
(7). Downtime Credits will be applied upon issue of the first invoice
following the request for Downtime Credit, unless the Downtime occurs
in your final month of service. In such case, a refund for the dollar
value of the Downtime Credit will be mailed to you within thirty (30)
days of the expiration of your service agreement.
2. Technical Support
A. A member of our technical support
help desk staff will be available to assist you with problems and
questions regarding the hosting services. We will supply telephone
and/or email support to you regarding the hosting services between the
hours of 9:00 am and 5:00 pm Mon-Fri.
B. You may contact our technical support
help desk via email at email@example.com, or by telephone at
352-401-0911. We may, from time to time, develop additional methods for
you to contact the help desk, and will make information regarding such
methods available at our website.
WEB HOSTING ACCEPTABLE USE POLICY
This Acceptable Use Policy sets forth guidelines relating to
the types of content that you may upload to the web servers under your
agreement with Globalsites.net Inc. for web hosting services (the
"Services"). Globalsites.net Inc. may remove any materials that, in its
sole discretion, may be illegal, may subject it to liability, or which
may violate this Acceptable Use Policy. Globalsites.net Inc. will
cooperate with legal authorities in the investigation of any suspected
or alleged crime or civil wrong arising from any use of the Services.
Your violation of this Acceptable Use Policy may result in the
suspension or termination of either your access to the Services and/or
your account or other actions as detailed in the Web Hosting Agreement.
1. Acceptable Use
The following constitute violations of this Acceptable Use Policy:
A. Using the Services to transmit or
post any material that contains or contains links to nudity,
pornography, adult content, sex, or extreme violence.
B. Using the Services to transmit or
post any material that, intentionally or unintentionally, violates any
applicable local, state, national or international law, or any rules or
regulations promulgated thereunder.
C. Using the Services to harm, or attempt to harm, minors in any way.
D. Using the Services to transmit or
post any material that harasses, threatens or encourages bodily harm or
destruction of property.
E. Using the Services to make fraudulent
misrepresentations or offers including but not limited to offers
relating to "pyramid schemes" and "Ponzi schemes."
F. Using the Services to access, or to
attempt to access, the accounts of others, or to penetrate, or attempt
to penetrate, security measures of Globalsites.net Inc. or another
entity's computer software or hardware, electronic communications
system or telecommunications system, whether or not the intrusion
results in the corruption or loss of data.
G. Using the Services to transmit or
post any material that infringes any copyright, trademark, patent,
trade secret or other proprietary rights of any third party, including,
but not limited to, the unauthorized copying and/or distribution of
copyrighted material, the digitization and distribution of photographs
from magazines, books, music, video or other copyrighted sources, and
the unauthorized transmittal of copyrighted software.
H. Using the Services to collect, or
attempt to collect, personal information about third parties without
their knowledge or consent.
I. Reselling the Services without the prior written authorization of Globalsites.net Inc..
J. Using the Services for any activity
that adversely affects the ability of other people or systems to use
the Services or the Internet. This includes but is not limited to
"denial of service" (DoS) attacks against another network host or
individual user. Interference with or disruption of other network
users, network services or network equipment is prohibited.
2. Reporting of Violations of This Acceptable Use Policy
Globalsites.net Inc. requests that anyone who believes that
there has been a violation of this Acceptable Use Policy to immediately
send an email detailing such violation to firstname.lastname@example.org.
3. Revisions to This Acceptable Use Policy
Globalsites.net Inc. may revise, amend or modify this Acceptable Use Policy at any time and in any manner.