The Agreement is effective as of the account activation date: ____________, ________ ("Effective Date").
WHEREAS, EIPL is an information provider connected to the Internet. EIPL offers storage and transfer services over the Internet through access to its Internet Servers;
WHEREAS, Client seeks to utilize EIPL's services for Client's own purposes;
WHEREAS, the parties acknowledge that the Internet is neither owned nor controlled by any one entity; EIPL represents that it shall make good faith effort to ensure that its servers and network are available as widely as possible and with as little service interruption as possible;
NOW THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows:
I. Financials :
1. Client agrees to a "X" month automatically-renewing contract, beginning upon the receipt of payment by EIPL. This term is defined on the sign-up account form. The minimum term being three (3) months.
2. The order would only be setup after payments of first term hosting payment plus setup charges, if any.
3. This Agreement will automatically renew for successive periods for the term duration opted by client unless canceled in writing per the termination clause.
4. During clients stay with EIPL any and all additional services and features used and ordered will be billed to the Client's credit card used at sign-up; also, any and all renewal invoices will be billed to the same card.
5. It is understood that client shall pay all invoices on or by the due date, in full. Any and all disputes arising out of billing shall be investigated and resolved only when there is no overdue balance. Late payments will incur a (a) 5% of total amount due fee, if paid late under two weeks, (b) 10% of totalamount due fee,if paid two to three weeks late, or (c) 15% of total amount due fee, if paid more than three weeks late. The percentage penalty shall be calculated based on the total amount invoiced.
In case of service suspension due to no or incomplete payment,where EIPL reserves the right to suspend or permanently terminate all of Client's service(s) on the day following the payment due date upon incomplete or no receipt of payment, a minimum of $20 reactivation fee per account shall apply in order to resume service.
Payment is deemed as paid on or by the due date if client make the payment and/or authorizes the same by any of the approved methods as made available by EIPL.
6. EIPL shall not be liable for any taxes or other fees to be paid in accordance with or related to purchases made from Client or EIPL's servers and services. It is client responsibility to take care of any such legal aspects as per accordance to the respective laws os state and country.
7. It is clients responsibility to upload server ready data for publishing his website on EIPL servers. EIPL shall make no effort to validate this information for content, correctness or usability.
Use of any information obtained by way of EIPL is at the Client's own risk, and EIPL specifically denies any responsibility for the accuracy or quality of information obtained through its services or its representatives.
8. EIPL reserves the right to change, without notice, its service, including, but not limited to, access procedures, hours of operation, menu structures, commands, documentation, ordering procedures, and services offered.
9. The Client certifies that he or she is at least 18 years of age.
II. EIPL is committed to a zero-tolerance, anti-Spamming policy. Under this policy, we prohibit Spam, or any unsolicited commercial email, from being sent either: Over the EIPL network, by customers or any other users of the EIPL network (including customers' customers); AND/OR over ANY network— if the message sent advertises or mentions a site hosted on the EIPL server. We also prohibit the selling products that can be used for spamming.
We react quickly and seriously to violations, and we further reserve the right to terminate the services, without prior notice, of any customer disregarding this policy.
Abuse deptt. is fully authorized to take any appropriate action if any such complaint reported at EIPLs' sole discretion. For
common definitions please refer http://1uphost.com/agreement-add.shtml
III. Reasonable Use:
1. The Client agrees to be limited to reasonable server CPU, memory, as well as bandwidth use, to be determined solely by EIPL. The Client shall not use more server and network resources. Strict quota would be implemented by EIPL and the client confirms that he would abide by them.
2. Virtual hosting may or may not be under a traffic quota. It is the Client's sole responsibility to monitor its traffic level and pay for any and all overage traffic used at the currently prevailing rates.
3. IT IS THE CLIENT'S SOLE RESPONSIBILITY TO MONITOR ITS TRAFFIC USAGE AND THE CLIENT SHALL BE SOLELY RESPONSIBLE FOR ANY AND ALL OVER USAGE.
IV. Contract Termination:
1. This Agreement may be terminated by either party, without cause, by giving the other party 30 days written notice, sent by E-mail, fax, or courier. Except if the contract is terminated within first 30
days (shared clients only), Client is responsible for all fees and charges incurred for the 30 days immediately following the written notice.
2. EIPL may terminate service under this agreement at any time with immediate effect and without any refund to Client, if the Client fails to comply with any of the terms of this Agreement.
V. Disclaimer:
1. Client expressly agrees that use of EIPL's Server is at Client's sole risk. Neither EIPL, its officers, directors, employees, affiliates, agents, third party information providers, contractors, merchants, licensors nor the like make any warranty whatsoever whether expressed or implied. They also disclaim any warranty of
merchantability or fitness for any particular purpose.
2. Under no circumstances, including their negligence or gross negligence, shall EIPL, its officers, directors, employees, affiliates, agents, contractors, third party information providers, merchants licensors or the
like be liable for any direct, indirect, incidental, special, consequential or any other type of damages whatsoever. Client hereby acknowledges that this paragraph shall also apply to all content on EIPL's service.
3. In no event shall EIPL be liable for any loss, or loss of data, or other commercial damage, including but not limited to special, incidental, consequential or other damages. Customer agrees tol defend, indemnify, save and hold EIPL harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against EIPL, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, it’s agents, employees or assigns. Customer agrees to defend, indemnify and hold harmless EIPL against liabilities arising out of;
Any injury to person or property caused by any products sold or otherwise distributed in connection with EIPLs' server;any material supplied by customer infringing or allegedly infringing on the proprietary rights of a third party; copyright infringement and any defective products sold to customer from EIPLs'server.
VI. Client may only use EIPL's services for lawful purpose. Transmission of any material in violation of any Federal, State or Local law or regulation is prohibited. This includes, but is not limited to trademark or copyright infringement, material that is threatening, obscene, profane, or material protected by trade secrets of others. This also includes links or any connection to such materials.
VII. Indemnification:
1. Client agrees that it shall defend, indemnify, save and hold EIPL harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorneys' fees ("Liabilities") asserted against EIPL, its agents, its customers, servants officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by Client, its agents, employees or assigns. Client
agrees to defend, indemnify and hold harmless EIPL against Liabilities arising out of (i) any injury to person or property caused by any products or information sold or otherwise distributed in connection with EIPL's services; (ii) any material supplied by Client infringing or allegedly infringing on the proprietary rights of a third party; (iii) copyright infringement, (iv) any improper use of the Client's account(s) under any circumstances (including unauthorized (ab)use of Client's account(s)), and (v) any defective product or service which Client sold via EIPL's services.
2. If the Client fails to comply with any terms of this Agreement, it shall be fully responsible for the cost of labor and any and all other costs (e.g. losses or legal expenses) incurred by EIPL in order to rectify the damage caused and due to the damage caused by the Client or via improper use of the Client's account(s).
VIII. Reselling:
Client is allowed to resell the storage and transfer services provided by EIPL, provided that Client's customers acknowledge, to EIPL's satisfaction, that EIPL has disclaimed all warranties and is not subject to liability or damages of any kind. Client agrees to handle and is responsible for all third-party customers' content, support, set-up and maintenance. EIPL agrees to Reseller pricing as described on the services web site, provided that client has at least one other non-resold acceptable type account with EIPL. Client agrees to having the necessary knowledge and skill level for reselling services provided, including providing technical support to its customers.
XIII. Miscellaneous:
1. The Client agrees to be bound by this agreement fully and unconditionally upon ordering EIPL's services. Ordering of EIPL's services shall act as Client's express and full agreement to this Agreement. Furthermore, the Client's listed contact certifies full personal agreement to this Agreement by ordering EIPL's services on
behalf of the Client.
2. This Agreement constitutes the entire understanding of the parties. Any changes or modifications to this Agreement are agreed to by both parties upon renewal of services and upon all new account and feature set-ups for the Client by EIPL.
3. Non-enforcement of any section of this Agreement does not constitute consent and EIPL reserves the right to enforce this Agreement at its sole discretion.
4. If any provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining positions shall remain in full force and effect.
5. This Agreement shall be governed and construed in accordance with the Indian laws. Both parties agree that any dispute arising out of this Agreement, or any relationship between the parties, will be resolved only in the state courts in courts of India, and in no other jurisdiction. Each party submits to personal jurisdiction in the India.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date.
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