Hosting TOS Agreement
This agreement ("Agreement") is between hosting service provider Antoine Holman (DBA Flagship City Consulting) (hereinafter referred to as "Flagship City Consulting") and the Customer ("Customer") specified in the electronic order form annexed herein by reference ("Order"). The agreement is made effective as of the date of the order.
The parties agree as follows:
This agreement in conjunction with the Flagship City Consulting Acceptable Use Policy annexed herein by reference (AUP) are intended to cover any and all services provided by Flagship City Consulting and received by the Customer. This service agreement and annexed AUP together, contain the entire understanding between Flagship City Consulting and Customer with respect to the services ("Services") described in the Order and supersedes all prior agreements, understandings, negotiations and discussions, whether oral or written, between Flagship City Consulting and Customer. Customer acknowledges and agrees that its entire right relating to Flagship City Consulting Services are as set forth in this agreement and hereby waives all other rights that it may have by implication of law or otherwise.
Subject to the terms and conditions of this agreement, Flagship City Consulting agrees to provide the hosting services specified in the Order. Subject to Customer's right to terminate this agreement in accordance to Section 4.3 of this agreement, Flagship City Consulting may expand or contract the scope of Flagship City Consulting's services by issuing an amended order form to the Customer in advance of such change.
2. Initial Term
The initial term of this Agreement is stated in the Order ("Initial Term"). The Initial Term shall not commence until Flagship City Consulting accepts and confirms the completed order form from the Customer and until first payment as set out in the Order is made in full by the Customer for Services to be provided during the Initial Term. Flagship City Consulting reserves the right to reject any order in which case moneys collected will be refunded/reversed.
3. Renewal Term
Unless terminated by Flagship City Consulting or in accordance with Section 4.3 of this Agreement, this Agreement will automatically renew for successive terms of equal length to the Initial Term at the applicable rate and discounts.
4. Fees and Payment
The Customer agrees to pay Flagship City Consulting, without limitation, for services provided. Customer is fully responsible to ensure payment of any and all amounts due, are paid on time independently of receiving any invoices or billing notifications from Flagship City Consulting. Customer accounts may be cancelled with or without warning if any and all customer accounts are not paid up-to-date.
Customer is responsible for keeping their contact and billing information up-to-date and accurate, including but not limited to a properly functioning and reachable email address and telephone number.
Invoices may be provided as a courtesy to Customer by any or none of the following: email or Flagship City Consulting Customer Service Center. Flagship City Consulting assumes no responsibility for invoices lost or not received. Dollar amounts and costs indicated for all Flagship City Consulting services are in US currency, unless otherwise stated. Payment for all Flagship City Consulting services is billed and due a minimum of thirty (30) days in advance. Flagship City Consulting reserves the right to refuse acceptance of any form of payment or terms. Service and/or handling fees above and beyond those listed may apply at the discretion of Flagship City Consulting.
4.1 Overdue Accounts
Overdue accounts may, at the discretion of Flagship City Consulting, be issued a late payment reminder and/or a 72-hour disconnection warning notice. Regardless of receiving a late payment reminder or disconnection notice all overdue accounts will be suspended/disconnected from the Internet 72 hours after payment due date. Disconnected accounts are terminated/cancelled automatically two (45) days after being overdue unless: payment is received in full or alternative, suitable arrangements are made with Flagship City Consulting. A minimum $20 reconnection fee will be charged on all accounts reconnected after being suspended/disconnected. NOTE: If an account is terminated, there is NO possibility that it can be restored and/or its data recovered.
4.2 Other Charges
Customers will pay all sales and value-added taxes, duties or levies imposed by any authority, government, government agency or commission in connection with the Flagship City Consulting web hosting and related services as provided under this agreement. Customers are responsible for collecting such taxes, duties or levies from end users as imposed by authority, government, government agency or commission.
Flagship City Consulting reserves the right to charge the Customer standard hourly rates $75/hour ($40 minimum per instance) to cover the resolution of excessive or unusual problems or complaints.
4.3 Cancellation Policy
All hosting contracts, unless otherwise negotiated, are month-to-month. The cancellation of any month-to-month hosting contract by the Customer MUST occur via the Contact Form provided at http://FlagshipCityConsulting.com/contact/. The form must be submitted at least 30 days’ prior to the requested cancellation date. There are no partial refunds or credits for cancellations after services have been provided. All payments to Flagship City Consulting for used services are final and non-refundable. Flagship City Consulting will refund payments for unused months of web hosting services. Payments for domain names are final and non-refundable. The cost of free domain names, provided as a complement to the annual hosting subscription, will be deducted from the refund payment of unused months if hosting services have been canceled prior to the twelve (12) month duration. Customer will be billed the balance if refund is lower than the cost of the domain registration.
4.4 Bandwidth Usage
Monthly bandwidth overages for the Budget Hosting package will be billed to Customer at regular rates without further notice on a monthly basis. If bandwidth overages become excessive during any given billing period Flagship City Consulting may at its discretion bill and collect for the overages without notice to Customer.
5. Acceptable Use Policy
Customers shall at all times comply with and help ensure that they and their clients comply with the terms and conditions of the current version of the Acceptable Use Policy (AUP) posted at http://flagshipcityconsulting.com/acceptable-use-policy. Customer agrees that Flagship City Consulting may amend the terms of the AUP from time to time by posting a new or different version of the Acceptable Use Policy at http://flagshipcityconsulting.com/acceptable-use-policy. The Customer shall include the terms and conditions set out in the Acceptable Use Policy in an Acceptable Use Policy with its own clients. Violation of the terms set forth in Flagship City Consulting's AUP will result in an immediate and indefinite suspension of Customer's services solely at the discretion of Flagship City Consulting.
6. Technical Support
The Company provides Customer with technical support on setup of Customer’s account on one or more of the Company’s servers, access, and other server related issues to the primary technical contact free of charge. The Company does not provide support for web applications, third party software, scripts, or components from third parties or developed by Customer.
7. Ownership of Data
Flagship will use reasonable efforts to attempt to correct any failure in Flagship’s systems that materially adversely affects the provision of Hosting Services to a Customer (“Flagship Support”). The availability of Flagship Support is subject to the following terms and conditions:
- The Customer must notify Flagship of any claimed failure through Flagship’s support email address (support@Flagshipcityhosting.com) or via the ticketing system. Flagship does not, and cannot respond to instant messaging, emails to personal addresses, phone calls or any other communications.
- Flagship will respond to non-outage support requests within one business day. Flagship will respond to outage support requests (Hosting Service is totally unavailable) within 30 minutes. Response may be by email or telephone.
- THE CUSTOMER ACKNOWLEDGES AND AGREES THAT (i) NOT ALL REQUESTS FOR FLAGSHIP SUPPORT CAN BE SUCCESSFULLY RESOLVED AND THAT SOME REQUESTS MAY REQUIRE SIGNIFICANT TIME TO RESOLVE, (ii) THIS FSP IS NOT AN AGREEMENT TO CORRECT DEFECTS OR OTHERWISE TO PROVIDE A POSITIVE OUTCOME IN RESPONSE TO A REQUEST AND (iii) FLAGSHIP MAKES NO REPRESENTATION, WARRANTY OR GUARANTY THAT IT WILL BE ABLE TO CORRECT DEFECTS OR OTHERWISE PROVIDE A POSITIVE OUTCOME IN RESPONSE TO A REQUEST.
- FLAGSHIP WILL UNDER NO CIRCUMSTANCES ALTER, MODIFY, MAINTAIN, FIX, TROUBLESHOOT OR OTHERWISE PERFORM DEVELOPMENT OF ANY KIND ON ANY CUSTOMER APPLICATION OR APPLICATION COMPONENT, INCLUDING BUT NOT LIMITED TO WORDPRESS, JOOMLA, OR ANOTHER CONTENT MANAGEMENT SYSTEM OTHER THAN DRUPAL. CUSTOMERS ARE FULLY AND COMPLETELY RESPONSIBLE FOR THE DEVELOPMENT AND MAINTENANCE OF THEIR APPLICATION AND FLAGSHIP WILL NOT SUPPORT OR PROVIDE ADVICE ON APPLICATION CONFIGURATION, DEVELOPMENT OR TROUBLESHOOTING. CUSTOMER UNDERSTANDS THAT MANY APPLICATIONS, APPLICATION COMPONENTS AND APPLICATION CONFIGURATIONS ARE NOT COMPATIBLE WITH THE HOSTING SERVICES PROVIDED BY FLAGSHIP, AND THAT FLAGSHIP MAKES NO WARRANTY OR GUARANTEE THAT ANY GIVEN APPLICATION WILL WORK OR CAN BE MADE TO WORK WITH THE HOSTING SERVICES PROVIDED BY FLAGSHIP. CUSTOMER UNDERSTANDS THAT THEY MAY HAVE TO CONFIGURE, DISABLE OR FUNDAMENTALLY ALTER THEIR APPLICATION IN ORDER TO FULLY UTILIZE THE HOSTING SERVICES PROVIDED BY FLAGSHIP, AND THAT FLAGSHIP DOES NOT PROVIDE THESE SERVICES.
9. 99.9% Uptime Guarantee
Flagship City Consulting endeavors to provide the most reliable network infrastructure possible to its Customers. To Customers in good financial standing with Flagship City Consulting we guarantee that our network is available 99.9% of the time in a given month, excluding scheduled maintenance. The network is defined as core network infrastructure excluding the hardware, services and software running on your server. Network downtime is measured from the moment the Customer notifies a Flagship City Consulting support representative of a network failure to the time the Network responds to an external "ping" request. Notification of network failure must occur at the time of the outage and not after the fact. If network downtime exceeds .1% in a given month, the Customer will be credited 5% of their monthly hosting fee and an additional 5% for each additional 2 hours of downtime up to 50% of the Customer 's monthly hosting fee. Credits shall not be provided to the Customer if network downtime is the result of: a) scheduled maintenance b) circumstances beyond Flagship City Consulting's reasonable control, including, but not limited to: dDOS or other network attacks, upstream or 3rd party network outages, war, fire, flood, power outages, failed hardware equipment, sabotage, labor disturbance, acts of government, acts of god or c) breaking this Agreement or Flagship City Consulting's Acceptable Use Policy.
10. Temporary Service Suspension
The Customer agrees that it may be necessary for Flagship City Consulting to temporarily suspend services for technical reasons or to maintain the Flagship City Consulting network, the Equipment or any other facilities, the timing of which will be as determined by Flagship City Consulting. Such suspension of the Services will not be an interruption of the Flagship City Consulting Services for the purpose of calculating network availability or the Customer's entitlement to credit for network interruption.
11. Emergency Service Suspension
Flagship City Consulting may interrupt the Services at any time for any duration of time, without penalty or liability for any claim by the Customer, where necessary to prevent improper or unlawful use of Flagship City Consulting Services or network. Such suspension of Services will not be an interruption for the purpose of calculating network availability or the Customer's entitlement to credit for network interruption.
12. Data Backups
Flagship City Consulting offers data backup services for your critical data files. We make every effort to ensure the reliability of this process. However, because of technical issues regarding backups on live servers and the possibility of data corruption on backup and restore, Flagship City Consulting cannot guarantee any data can be fully restored. The Customer will hold Flagship City Consulting without penalty or liability for any claim resulting from a failed backup and/or restore procedure.
13. Compromised/Hacked Server
A compromised or "hacked" server is a serious threat to our network. Flagship City Consulting, at its sole discretion, will take any and all measures to prevent a compromised server from doing additional damage to its own system and files or to the rest of the network. Flagship City Consulting may at its discretion charge a reconnect fee of $20 for any server that has been disconnected due to compromise or other AUP violation.
Determination that a server has been compromised:
By the Client
If you believe your system may have been hacked, immediately report the situation to Flagship City Consulting technical support. Flagship City Consulting will examine your system and may implement additional monitoring of your system.
By Flagship City Consulting
If a Flagship City Consulting System Administrator believes a server on our network is compromised, Flagship City Consulting will: 1) disconnect the server from the network, 2) contact the client, and 3) provide evidence of the server being "hacked".
14. Proprietary Rights
The Customer shall not display or otherwise use any trade mark, trade name, logo, symbols, coined word or combination of words used by Flagship City Consulting or permit the same to be displayed or otherwise used in connection with any business conducted or controlled by the Customer except as may be specified or approved by Flagship City Consulting in writing.
15. Termination of Agreement
If Customer breaches any of its obligations under this agreement or the Acceptable Use Policy (AUP) then Flagship City Consulting may terminate this agreement at any time and without prior notice.
15.1 Discretionary Suspension or Cancellation of Services
Flagship City Consulting reserves the right to refuse, suspend or cancel services provided to Customer for any reason Flagship City Consulting deems necessary or warranted, including but not limited to, abusive or belligerent behavior, excessive administrative issues, consistent delinquent or late payments. Flagship City Consulting may exercise this right at any time without prior warning or further explanation to Customer.
Flagship City Consulting is not responsible for any loss of data or downtime resulting from willful, accidental or mistaken disconnection or cancellation of an account.
16. Limitation of Liability
Customer acknowledges and agrees neither Flagship City Consulting nor any of its members, shareholders, directors, officers, employees or representatives will be liable for any special, indirect, consequential, punitive or exemplary damages, or damages (including but not limited to damages for loss of profits or savings, loss of data, or loss of use) in connection with this agreement. If, despite the foregoing limitations, Flagship City Consulting or any of its shareholders, directors, officers, employees or representatives should become liable to Customer or any other person in connection with this agreement for ANY REASON, then the maximum aggregate liability of Flagship City Consulting, its members, shareholders, directors, officers, employees and representatives for all such things and to all such parties will be limited to the lesser of the actual amount of loss or damage suffered by the claimant or the amount payable by Customer to Flagship City Consulting for one month of service under this agreement.
Customer will indemnify and save harmless Flagship City Consulting and its members, shareholders, directors, officers, employees, agents, contractors, and representatives from and against all damages, losses, costs and expenses (including actual legal fees and costs), fines and liabilities incurred by or awarded, asserted or claimed against Flagship City Consulting or any of its members, shareholders, directors, officers, employees and representatives in connection with Customer's negligence, activities or omissions, or breaches of its obligations under this agreement, including claims brought by a person using or relying upon any advice given or publication produced and distributed by Customer.
18. Governing Law
This agreement shall be interpreted in accordance with and be governed in all respects by the laws of Pennsylvania and the laws of the United States of America applicable therein. The courts of Pennsylvania shall have non-exclusive jurisdiction to entertain any action or proceeding brought by the parties in connection with this agreement or any alleged breach of this agreement. The parties each attorney irrevocably to the jurisdiction of such courts.
19. Customer Acknowledgement
Customer acknowledges that it accepts all risk of any unauthorized or illegal use of the Flagship City Consulting network or any inter-connected network by third parties. Flagship City Consulting provides no warranties, makes no representations, and accepts no liability for the unauthorized or illegal access or interference with the Customer's server/network.
20. Electronic Commerce
The Customer is solely responsible for all aspects of their online store or e-business. This includes, but is not limited to:
- The accuracy of statements and materials related to your products and/or services.
- The accurate calculation and application of shipping and sales tax.
- Processing Customer orders, inquiries and complaints.
- Maintaining the confidentiality of Customer's client credit card numbers and private information.
21. IP Address Ownership and Usage
Flagship City Consulting assigns IP (Internet Protocol) addresses to Customers for their use. Customers have no right to use Flagship City Consulting IP addresses not assigned to them, to move IPs between different servers or accounts or in ways not permitted by Flagship City Consulting. Flagship City Consulting maintains ownership of all IP addresses that are assigned to Customers and reserves the right to change or remove them at its sole and absolute discretion. Typically, however, these changes are rare and made only at the request of ARIN or an upstream provider. PLEASE NOTE: The allocation of IP addresses is restricted by the policies of ARIN. These policies dictate that name-based hosting MUST be used whenever possible. Flagship City Consulting reserves the right to periodically review IP address usage and revoke authorization to use those IP addresses not being utilized or where name-based hosting could be used.
22. Flagship City Consulting Administrative Account and Software
For the purposes of Datacenter, Network, Server maintenance, inventory and related activities, Flagship City Consulting staff and management retain the right to administrative access to any and all dedicated, Virtual Private and shared servers on their network. To facilitate this, all Flagship City Consulting servers may include a Flagship City Consulting administrative account and/or daemon designed for these purposes. See Acceptable Use Policy (AUP) for more details.
23. FREE Domain Registration Credits
In the event you are provided with a free domain registration credit (“Credit”) with the annual purchase of Flagship City Consulting package (“Purchased Package”), you acknowledge and agree that such Credit is only valid for one year and is only available with a valid purchase and may be terminated in the event the product purchases is deleted, cancelled, transferred or not renewed. The Credit will expire one (1) year from date of purchase of the Purchased Product if the Credit has not been renewed. In the event that the annual purchased package is renewed, after the initial free one-year period, the credit will automatically be removed and the renewal cost will be applied to the current invoice until cancelled. If you wish to cancel the automatic renewal of the product, you may do so by visiting your account and turning off the auto-renewal feature, or by contacting customer service.