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Web Hosting Terms & Conditions
THESE ARE THE TERMS AND CONDITIONS APPLICABLE TO THE PURCHASE AND SALE OF HOSTING SERVICES AMONG YOU (Customer) AND MP HOSTING AND DESIGNS. IF YOU DO NOT AGREE TO BE LEGALLY BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOTIFY MP HOSTING AND DESIGNS WITHIN THIRTY (30) DAYS OF YOUR ORDER AND THE SERVICES WILL BE CANCELED WITH NO FURTHER OBLIGATIONS BY EITHER PARTY. FAILURE TO NOTIFY MP HOSTING AND DESIGNS OF CANCELLATION WITHIN SUCH PERIOD SHALL BE DEEMED TO INDICATE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND CONDITIONS, AND AGREE TO BE BOUND BY THEM. IN ADDITION, THE CUSTOMER MAY ELECT TO PURCHASE ADDITIONAL SERVICES FROM MP HOSTING AND DESIGNS, OR THEIR PARTNERS AND/OR OTHER THIRD PARTIES, WHICH HAVE THEIR OWN TERMS AND CONDITIONS AGREEMENTS AND ACCEPTABLE USE AGREEMENTS, ASIDE FROM THIS AGREEMENT. THOSE AGREEMENTS WILL BE PRESENTED TO THE CUSTOMER AT THE TIME OF PURCHASE AND/OR ACCOUNT LOGIN, AND IT IS THE CUSTOMERS' OBLIGATION TO REVIEW, ACCEPT AND ABIDE BY THOSE AGREEMENTS AS WELL AS THIS AGREEMENT.
Payments:
As consideration for MP Hosting and Designs providing the Hosting Services hereunder, Customer agrees to pay MP Hosting and Designs the aggregate Annual fee based on the monthly hosting services and the term selected.
Provision of Services:
MP Hosting and Designs will provide Customer with the Services ordered that are described in the order summary. Customer understands and agrees that MP Hosting and Designs will host the Web site solely in accordance with the information provided by Customer.
Limited License to the Background Technology:
"Background Technology" means computer programming & formatting code or operating instructions developed by or for MP Hosting and Designs and used to host or operate the Web site or a Web server in connection with a Web site. Background Technology includes, but is not limited to, any files necessary to make forms, buttons, checkboxes, and similar functions and underlying technology or components, such as style sheets, animation templates, interface programs that link multimedia and other programs, customized graphics manipulation engines, and menu utilities, whether in database form or dynamically driven. Background Technology does not include any Customer Content or any derivatives, improvements, or modifications of Customer Content. Customer may not duplicate or distribute any Background Technology to any third party without the prior written consent of MP Hosting and Designs. All rights to the Background Technology not expressly granted to Customer hereunder are retained by MP Hosting and Designs. Without limiting the foregoing, Customer agrees not to reverse-engineer, reverse-assemble, decompile, or otherwise attempt to derive any source code of the Background Technology, except as allowed by law.
Limited License to Content:
Customer hereby grants to MP Hosting and Design the limited, nonexclusive right and license to copy, distribute, transmit, display, perform, create derivative works from, modify, and otherwise use and exploit Customer Web site, any Customer Content, or any Customer Marks provided to MP Hosting and Design hereunder, solely for the purpose of rendering MP Hosting and Designs Services under this Agreement. Such limited right and license shall extend to no other materials or for any other purpose and will terminate automatically upon termination of this Agreement for any reason.
Content Standards:
Customer agrees not to provide Customer Content, and MP Hosting Designs will not intentionally provide to Customers any content, that (a) infringes on any third party's intellectual property or publicity/privacy rights; (b) violates any applicable law or regulation; (c) is defamatory, violent, clearly harmful, or obscene or pornographic or infringes on citizens' rights; or (d) contains any viruses, Trojan horses, worms, time bombs, cancel bots, or other computer programming routines that are intended to damage or interfere with any system, data, or personal information. If Customer is international, then Customer agrees to comply with all applicable local and national laws. MP Hosting Designs reserves the right to refuse any other subject matter it deems inappropriate.
Support:
MP Hosting and Design agrees to provide reasonable technical support to Customer during MP Hosting and Design’s normal technical support hours MP Hosting and Design additionally agrees to provide customer service support in the form of e-mail and telephone during MP Hosting and Design’s normal customer support hours.
Term and Termination
(a) This Agreement is effective as of the first day service is rendered and shall continue unless terminated; (b) MP Hosting and Design may terminate this Agreement after five (5) days' written notice to Customer if Customer materially breaches this Agreement, including, without limitation, failure to pay, and fails to cure such breach during such five (5) day period; and (c) upon the termination of this Agreement, Customer will pay MP Hosting and Design for all Services provided to Customer MP Hosting and Design prior to termination. Sections 2, 3, 4, 5, 9, 11, and 12 will survive termination of this Agreement.
Warranty Disclaimer
Except as expressly provided in this Agreement, the Services are provided "as is," and MP Hosting and Design expressly disclaims all warranties and conditions of any kind, express, implied, or statutory, including, without limitation, the implied warranties of title, noninfringement, merchantability, and fitness for a particular purpose. Interruption of Service: You hereby acknowledge and agree that MP Hosting and Design will not be liable for any temporary delay, outages or interruptions of the Services. Each party acknowledges that it has not entered into this Agreement in reliance upon any warranty or representation except those specifically set forth herein. Unless an approval process is specified herein or in a Statement, all Hosting provided by MP Hosting and Design to a Customer will be deemed accepted when delivered.
Indemnity
(a) Customer Indemnity. Customer will defend MP Hosting and Design against any third-party claim, action, suit, or proceeding alleging any breach of the covenants contained in Section. Subject to Section 11, Customer shall indemnify MP Hosting and Design for all losses, damages, liabilities, and all reasonable expenses and costs incurred by MP Hosting and Design as a result of any such third-party claim, action, suit, or proceeding. (b) MP Hosting and Design’s Indemnity. MP Hosting and Design will defend Customer against any third-party claim, action, suit, or proceeding alleging any breach of the covenants contained in Section 6. Subject to Section 11, MP Hosting and Design shall indemnify Customer for all losses, damages, liabilities, and all reasonable expenses and costs incurred by Customer as a result of any such third-party claim, action, suit, or proceeding. (c) Mechanics of Indemnity. The indemnifying party's obligations are conditioned upon the indemnified party: (i) giving the indemnifying party prompt, written notice of any claim, action, suit, or proceeding for which the indemnified party is seeking indemnity; (ii) granting control of the defense and settlement to the indemnifying party; and (iii) reasonably cooperating with the indemnifying party at the indemnifying party's expense.
Limitation of Liability
MP HOSTING AND DESIGN’S LIABILITY HEREUNDER SHALL NOT EXCEED THE AMOUNT PAID BY CUSTOMER TO MP HOSTING AND DESIGN DURING THE THREE (3) MONTH PERIOD BEFORE THE ACTION AROSE. WEBSITE PROS SHALL NOT BE LIABLE FOR (A) ANY LOSS OF USE, LOSS OF DATA, OR INTERRUPTION OF BUSINESS OR (B) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LOST PROFITS), REGARDLESS OF THE FORM OR ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF MP HOSTING AND DESIGN’S HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CUSTOMER ACKNOWLEDGES THAT THESE LIMITATIONS ARE AN ESSENTIAL ELEMENT OF THIS AGREEMENT, AND ABSENT SUCH LIMITATIONS, WEBSITE PROS WOULD NOT ENTER INTO THIS AGREEMENT.
Miscellaneous
This Agreement shall be governed solely by the laws of the State of Florida, excluding its principles of conflicts of laws. Any action under or relating to this Agreement shall be brought solely in the state and federal courts located in Texas, with sole venue in the courts located in Kaufman County, and each party hereby submits to the personal jurisdiction of such Courts. Each party agrees that its performance under this Agreement shall in all respects conform to all applicable laws, rules, and regulations of the United States governing the export of technical information. Customer may not assign this Agreement without the prior, written permission of MP Hosting and Design. Any purported assignment in violation of this will be void and without any effect. This Agreement may not be modified or amended except in writing, signed by both parties. Any purported oral modification or amendment of this Agreement in derogation of the foregoing shall be without any effect. Neither party may waive any right hereunder except expressly and in writing. This Agreement is the entire agreement between the parties with respect to this subject matter, and it supersedes all prior and contemporaneous discussions, negotiations, communications, and agreements with respect thereto.