1.1 "Customer" means the persons, entity or agents and authorized representatives accepting this agreement.
1.2 "Content" means all text, pictures, sound, graphics, video, links, and other data stored by Customer on GraceHost.net’s server computers.
1.3 "Website" means pages presenting the Content stored by Customer on GraceHost.net’s server computers.
1.4 "User" means users of Customer's Website.
1.5 "User Content" means all text, pictures, sound, graphics, video, links, and other data stored by Users on GraceHost.net’s server computers.
1.6 "Confidential Information" means information that Customer takes reasonable steps to maintain in confidence and identifies in writing to GraceHost.net as confidential.
2. Web Hosting.
2.1 - Hosting.
GraceHost.net will provide dedicated or shared server computers, with an Internet address for storage and
access of Content, User Content, and the Website. The Website, Content,
and User Content must be "server-ready." GraceHost.net will
provide bandwidth and storage as specified in Service Plans. If Customer
requires additional bandwidth or storage, GraceHost.net will
negotiate in good faith to amend this Agreement unless GraceHost.net’s server computers cannot accommodate the requested bandwidth or
storage.
2.2 - Website Backup.
GraceHost.net will backup the Website in a commercially
reasonable manner. However, GraceHost.net is not responsible for
lost Content or lost User Content. Website backups will be stored by
GraceHost.net for no longer than 14 days. GraceHost.net
will provide, at Customer's expense, an electronic copy of the backup
Website to Customer upon written request by Customer. Backups are
intended for disaster recovery, not the restoration of individual files.
2.3 - Website Logs.
As requested by Customer, GraceHost.net will deliver access to Google Analytics account access per Google's policies. Customer will be
entitled to access this account free of charge. GraceHost.net may, at its option, charge a fee to Customer to analyzed and intrepret the Google Analytics information for the benefit of the Customer at the Customer's request. Any additional fees will be agreed upon by Customer and GraceHost.net.
2.4 - Standards.
GraceHost.net’s services will conform to the following:
2.4.1 - Availability of Website.
GraceHost.net will provide hosting services for the Website that
meet reasonable commercial standards for, among other matters, packet
loss, accessibility, latency, availability, and throughput.
2.4.2 - Security.
GraceHost.net will take commercially reasonable steps to prevent
unauthorized access to the Website, Content, User Content, and
Confidential Information stored on GraceHost.net’s server
computers. Customer understands GraceHos.net uses open source and General Public License codes and programs. GraceHost.net will update security software and patches at its discretion and security software update availablility and conformity.
2.4.3 - Server/Network Computer Outages.
GraceHost.net will employ reasonable efforts in providing advance
notice to Customer of scheduled server computer/network outages.
2.4.4 - Disclaimers.
GraceHost.net provides no equipment, software, or communication
connections to Customer. GraceHost.net makes no representations,
warranties or assurances that the Customer's equipment, software, and
communication connections will be compatible with GraceHost.net’s
hardware and service.
3. Ownership of Content.
All Content and User Content stored by Customer on GraceHost.net’s server computers shall at all times remain the property of
Customer. Customer grants to GraceHost.net a non-exclusive,
worldwide license to the Content and User Content only to the extent
necessary for GraceHost.net to host the Website.
4. Content Control.
4.1 - Lawful Purpose.
Customer will only use GraceHost.net’s hardware and services for
lawful purposes and Customer will not store or provide any Content or
User Content or link to any material that violates foreign, federal,
state or local law, the Terms of Service and any
modifications thereof, GraceHost.net’s posted Acceptable Use
Policy, or any other GraceHost.net policy.
4.2 - Remedy for Violation.
Should GraceHost.net become aware that Customer has violated Part
4.1, GraceHost.net may, at its option, remove the Content or User
Content in violation, immediately terminate hosting Customer's Website
under Part 6.3, and/or notify authorities. If hosting is terminated,
GraceHost.net may, in its sole discretion, reinstate hosting upon
adequate showing of Customer's right to use the Content or User Content.
5. Payments.
5.1 - Fees.
Customer shall pay fees agreed upon during account signup. GraceHost.net will invoice monthly (unless otherwise agreed in
writing), and payment is due fourteen (14) days from invoicing. In the
case of credit card payments GraceHost.net will automatically
charge Customer Credit Card on file all fees associated with the
account on the due date. GraceHost.net may, at its option, charge
a 10% fee for late payments.
5.2 - Returned Checks and Declined Credit Cards may incur a fee.
5.3 - Account Updates.
It is the responsibility of the customer to maintain accurate billing
information with GraceHost.net. This may include updated credit
card information, email address and mailing address.
5.4 - Taxes.
Customer is solely liable for any taxes or fees payable for products or services sold by Customer on the Website.
6. Term and Termination.
6.1 - Term.
The initial term is agreed upon during account signup. After the
initial term, this Agreement will automatically renew on a
month-to-month basis until terminated.
6.2 - Termination by Customer.
During the initial term, Customer may terminate this Agreement upon the
material breach of GraceHost.net, if such material breach remains
uncured for thirty (30) days following written notice to GraceHost.net. This cure period shall be extended by delay caused by
events beyond the control of GraceHost.net including, but not
limited to, natural disasters, governmental prohibitions or
regulations, viruses that did not result from the acts or omissions of
GraceHost.net, or technical faults of GraceHost.net’s
service providers or vendors. After the initial term, Customer may
terminate this Agreement upon fourteen (14) days written notice to GraceHost.net.
6.3 - Termination by GraceHost.net.
GraceHost.net may immediately terminate this Agreement for cause
at any time without penalty. Causes justifying immediate termination
include, but are not limited to: violation of any foreign, federal,
state, or local law; non-payment of fees due under Part 5 of this
Agreement; breach of this Agreement; violation of the Terms of Service and any written
modifications thereof; and violation of any other GraceHost.net
policy. GraceHost.net may terminate this Agreement without cause
at any time upon thirty (30) days written notice to Customer.
7. DISCLAIMER OF WARRANTIES. EXCEPT AS EXPRESSLY PROVIDED HEREIN, GRACEHOST.NET, AND ITS OWNERS, EMPLOYEES, AFFILIATES, AGENTS, VENDORS,
AND THE LIKE, MAKE NO WARRANTY IN CONNECTION WITH GRACEHOST.NET
HARDWARE OR SERVICES, WHETHER WRITTEN OR ORAL, STATUTORY, EXPRESS OR
IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE,
NON-INGRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE.
8. LIMITATION OF LIABILITY. GRACEHOST.NET, ITS OWNERS, EMPLOYEES,
AFFILIATES, AGENTS, VENDORS, AND THE LIKE SHALL NOT BE LIABLE FOR ANY
LOST PROFITS, LOST REVENUE, LOST SALES, LOST BUSINESS, LOST DATA OR DIRECT, INDIRECT, INCIDENTAL,
SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OR INABILITY
TO USE GRACEHOST.NET HARDWARE, SOFTWARE OR SERVICES. CUSTOMER AGREES THAT ITS
SOLE AND EXCLUSIVE REMEDY SHALL BE RETURN OR REDUCTION OF ACTUAL FEES PAYABLE
TO GRACEHOST.NET, ITS OWNERS, EMPLOYEES, OR AGENTS IN CONNECTION WITH WEB HOSTING.
9. Customer Indemnity.
Customer shall defend GraceHost.net against any third party
claim, action, suit or proceeding arising as a result of Customer's use
GraceHost.net’s hardware or services and indemnify GraceHost.net for all losses, damages, expenses, and costs incurred
by GraceHost.net as a result of a final judgment entered against
GraceHost.net in any such claim, action, suit or proceeding.
10. General Provisions.
10.1 - Governing Law.
This Agreement will be governed and construed in accordance with the
laws of the State of Michigan. Both parties agree to submit to personal
jurisdiction in Kent County, Michigan, and further agree that any cause of
action or dispute arising under this Agreement will be litigated or
arbitrated in Kent County, Michigan, United States of America.
10.2 - Severability and Waiver.
If any provision of this Agreement is held invalid or unenforceable for
any reason, the remaining provisions will continue in full force
without being impaired or invalidated in any way. The waiver by either
party of a breach of any provision of this Agreement will not operate
or be interpreted as a waiver of any other or subsequent breach.
10.3 - Relationship of Parties.
No agency, partnership, joint venture, or employment relationship is
created by this Agreement and neither party has the power to bind the
other party.
10.4 - Attorneys Fees and Costs.
In the event that any legal action becomes necessary to enforce or
interpret the terms of this Agreement, the prevailing party shall be
entitled, in addition to its court costs, to such reasonable attorneys'
fees, expert witness fees and legal expenses as may be fixed by a court
of competent jurisdiction.
